REGISTERED NUMBER: 06095949 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTOR AND

FINANCIAL STATEMENTS

FOR THE PERIOD 1 APRIL 2024 TO 28 FEBRUARY 2025

FOR

SMYLE CREATIVE LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Director

5

Report of the Independent Auditors

7

Statement of Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13

DIRECTOR:

A Sohpal

SECRETARY:

M J Prior

REGISTERED OFFICE:

30-34 North Street

Hailsham

East Sussex

BN27 1DW

REGISTERED NUMBER:

06095949 (England and Wales)

AUDITORS:

Watson Associates (Audit Services) Ltd

30 - 34 North Street

Hailsham

East Sussex

BN27 1DW

The director presents his strategic report for the period 1 April 2024 to 28 February 2025.

Despite persistent industry-wide challenges Smyle Creative Ltd has sustained profitability while executing significant strategic investments. This performance underscores our operational resilience and commitment to long term value creation.

BUSINESS REVIEW

Smyle has continued to evolve in alignment with client needs, reinforcing strong relationships and expanding our market presence. Our strategic growth initiatives have positioned us to scale both domestically and internationally.

The Human Network acquired the Smyle Group of Companies in July 2024. The Smyle Group of Companies will operate as partner agencies within the Human Network group of companies with their own independent teams and ways of working, but with greater resources and expertise in creativity, planning, production, content creation and execution.

During the year we also continued our investment in technology, innovation and brand evolution through our Dreamlike State brand, and communications expertise through our Powered by Humans brand, with the goal of cementing Smyle's foothold in the market.

Financial health and commercial successes

We are proud to report another successful year which is a testament to our team's resilience and adaptability during a transformative period for our company. While this figure differs from last year's performance, this year's outcomes represent a deliberate pivot towards future growth.

The seeds planted this year are already showing promising growth. Our strategic decisions have created a stronger, more diversified company with multiple avenues for expansion. We are entering the new financial year with enhanced capabilities, broader market access, and innovations ready to launch.

The following key measures give an overview of the company's growth and financial health:

Key Measures

2025(11 months

)

2024(12 months

)

Turnover (£'000)

37,730

41,785

Gross profit %

32.3%

29.4%

Profit/(Loss) Before Tax (£'000)

1,531

(851

)

Business operations development

Total Employees for Smyle Creative Ltd as of 28 February 2025:

UK

65 women

50 men

We remain committed to embedding equality, diversity, and inclusion across our operations. Significant enhancements to HR structures, systems, and processes have been implemented, with further improvements planned as part of our continuous improvement strategy.

Accreditations

We have successfully renewed our Cyber essentials plus, ISO 9001, ISO 14001, ISO 45001, and ISO 20121 certifications, reaffirming our commitment to quality, safety, and data security in the delivery of world-class events.

MITIGATING RISKS AND UNCERTAINTIES

Smyle is highly adept at identifying, monitoring, and managing risks. The business is ready for any challenge that the year ahead may present. We have identified the key risks and uncertainties that could affect the business and have developed appropriate mitigations for each, outlined below.

During the financial year, the Smyle Group (of which Smyle Creative is a part) was acquired by the Human Network Ltd. The two businesses have highly complementary client lists and service offerings and are already co-operating effectively both in sharing best practice and in servicing clients. This acquisition further strengthens Smyle's offering worldwide and will provide financial stability to ensure the company's growth and success in the future.

Potential risks associated with current events

Global supply chains:

As Smyle has a mix of income from clients across UK, Europe and worldwide, Smyle's vast network of suppliers allows us to source products from different suppliers and ensures that we are not dependent on any one brand of product, facilitating even greater resilience within the supply chain. We mitigate any foreign exchange risks by using the appropriate financial instruments dependant on territory and currency.

Economic Risks:

Strategic client diversification and internal efficiency programmes mitigate recessionary pressures.

To mitigate this, Smyle will:

o Continue to grow and develop our UK and International client bases.

o Deliver efficiencies by implementing improved internal systems.

Enhanced employee value proposition and expanded training budgets support talent retention.

o Smyle is continually improving the offering to employees, while monitoring and measuring the Net Promotor Indicators.

o Smyle has introduced additional training and development funding to allow people within the business to develop, grow and progress - this forms a key part of our staff retention and on-going growth planning.

Potential financial risks typical for businesses in general

We have robust policies and procedures set by the directors, to successfully manage the financial risk typical for a business such as Smyle, to ensure the healthy financial performance of the company. The company does not use derivative financial instruments to manage interest rate risks.

Price risk:

We take pride in delivering events of the highest quality while achieving optimum value for money for its clients. We work closely with our suppliers to limit price risk in the supply chain and meet the demands to deliver year-on-year value for customers. Price risk is further mitigated by the size and strength of Smyle's operations, as well as the company's financial security, robust policies, and procedures.

Credit risk:

Smyle has a rigorous credit risk assessment process for new customers. In advance of committing to large amounts of expenditure on projects, customers are required to pay a proportion in advance. This approach helps to mitigate the risk that some customers may not be able to pay their debts when required. Overall, due to strong supplier relationships and robust policies and procedures, the directors consider Smyle's exposure in this area to be minimal risk.

Liquidity risk:

Smyle has sufficient cash resources, either our own funds or access to further bank facilities, to mitigate risk in relation to liquidity (difficulty in meeting obligations associated with a company's financial liabilities). The company has a responsible and rigorous approach to financial management.

Foreign Exchange Risk:

As Smyle expands into new territories there is greater exposure to fluctuations in foreign currency. Smyle looks at the size and length of contracts to assess exposure in this area and where it is appropriate, takes out foreign exchange contracts to minimise this risk.

Going concern: continued operations

The directors of Smyle have carried out a detailed review and analysis of secured work for the coming financial year as well as any associated risks. Financial modelling has been undertaken for the year ahead and beyond. The directors are fully satisfied that the company has the sufficient resources to continue in operation for at least 12 months from the signing date of the Annual Report and Accounts. They therefore consider that it is appropriate to prepare the accounts on a 'going concern' basis.

SECTION 172(1) STATEMENT

Section 172 of the Companies Act 2006 requires a director of a company to act in the way they consider, in good faith, would most likely promote the success of the company for the benefit of its members. Smyle's directors seek to ensure that their decision-making process considers the company's purpose, vision, and values, together with our strategic priorities, and reflects, as far as is practical and possible, the interests of all stakeholders. This commitment covers the:

- Likely consequences of any decisions in the long-term

- Interests of Smyle's employees

- Need to foster Smyle's business relationships with suppliers, customers, and others.

- Impact of Smyle's operations on the community and the environment

- Desire for Smyle to maintain a reputation for exacting standards of business conduct.

- Need to act fairly among members of Smyle.

Smyle's policy is to consult and discuss the interests of employees through staff meetings and quarterly Town Halls facilitated by the Executive Team. Smyle's wider internal communications strategy incorporates information bulletins and reports to employees, including a monthly update from the Managing Director. This celebrates team and individual achievements, as well as providing an opportunity to communicate important updates and strategic plans.

The company builds and maintains strong client and supplier relationships via personal meetings, interactions, events, promotional activities, communications, and site visits.

In support of Section 172, Smyle holds Directors and Officers liability insurance.

SMYLE'S COMMITMENT TO SUSTAINABILITY AND SOCIAL VALUE

Smyle is committed to leading the way in delivering exemplary, world-class sustainable events through managing environmental, social, and economic performance in the delivery of our projects, this is further cemented by our ISO 45001 and ISO 20121 accreditations. In the last 12 months, we have continued the development of an already established sustainability policy and are building data across key project delivery. This has been supplemented with supporting activities to maintain and improve the company's performance in minimising environmental impacts, delivering social value and ensuring that our supply chain supports these aims.

FUTURE DEVELOPMENTS

Smyle is looking forward to the coming year with great confidence. Leveraging our success of 2024/25, combined with a clear growth strategy, the team will continue to develop and innovate to deliver exceptional quality experiences for our clients. Whilst the delivery of some key projects is already assured, along with strong new prospects for FY 25/26.

ON BEHALF OF THE BOARD:

A Sohpal - Director

28 November 2025

The director presents his report with the financial statements of the company for the period 1 April 2024 to 28 February 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the period under review was that of strategic commercial review leading to the creation, production, delivery and measurement of digital and physical experiences alongside video content projects.

DIVIDENDS

No dividends will be distributed for the period ended 28 February 2025.

DIRECTORS

The directors who have held office during the period from 1 April 2024 to the date of this report are as follows:

A H Dawson-Wills - resigned 1 July 2024

M J Margetson - resigned 1 July 2024

A Sohpal - appointed 1 July 2024

R C Stainton - resigned 1 July 2024

D Thomas-Smith - resigned 1 July 2024

S J Watford - resigned 1 July 2024

STREAMLINED ENERGY AND CARBON REPORTING

The Company has taken advantage of the exemption not to include streamlined energy and carbon reporting because the potential impacts on the business from climate change and reporting of our environmental performance are included in the Human Network Limited Group accounts for the year ended 28 February 2025.

DISCLOSURE IN THE STRATEGIC REPORT

In accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 certain information required by schedule 7 of the Large and Medium sized Companies and Groups (Accounts and Reports) Regulations 2008 is set out in the 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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;

-	state whether applicable 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 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, Watson Associates (Audit Services) Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

A Sohpal - Director

28 November 2025

Opinion

We have audited the financial statements of Smyle Creative Limited (the 'company') for the period ended 28 February 2025 which comprise the Statement of 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 28 February 2025 and of its profit 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 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 five, 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.

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

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. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to achieve desired financial results and the manipulation of exceptional items and management bias in accounting estimates.

Audit procedures performed by the engagement team included:

-

enquiries with management, including consideration of known or suspected instances of fraud and non-compliance with laws and regulations and examining supporting calculations where a provision has been made in respect of these;

-

reading key correspondence with regulatory authorities in relation to compliance with certain employment laws;

-

understanding and evaluating the design and implementation of management’s controls designed to prevent and detect irregularities;

-

challenging assumptions and judgements made by management in their significant accounting estimates, inparticular in relation to stage of completion, impairment of investments in subsidiaries and the measurement and classification of exceptional items;

-

identifying and testing journal entries, in particular any journal entries posted with unusual account combinations and postings by unusual users.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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.

Stephen James Moore (Senior Statutory Auditor)

for and on behalf of Watson Associates (Audit Services) Ltd

30 - 34 North Street

Hailsham

East Sussex

BN27 1DW

28 November 2025

TURNOVER

4

37,730,077

41,785,008

Cost of sales

(25,532,033

)

(29,510,623

)

GROSS PROFIT

12,198,044

12,274,385

Administrative expenses

(10,640,669

)

(12,496,031

)

1,557,375

(221,646

)

Other operating income

35,552

902

OPERATING PROFIT/(LOSS)

6

1,592,927

(220,744

)

Interest receivable and similar income

2,269

451

1,595,196

(220,293

)

Amounts written off investments

7

-

(481,871

)

1,595,196

(702,164

)

Interest payable and similar expenses

8

(64,653

)

(148,551

)

PROFIT/(LOSS) BEFORE TAXATION

1,530,543

(850,715

)

Tax on profit/(loss)

9

74,409

123,071

PROFIT/(LOSS) FOR THE FINANCIAL PERIOD

1,604,952

(727,644

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD

1,604,952

(727,644

)

FIXED ASSETS

Intangible assets

10

-

-

Tangible assets

11

1,252,178

1,556,291

Investments

12

660,310

657,004

1,912,488

2,213,295

CURRENT ASSETS

Debtors

13

16,148,254

15,194,588

Cash at bank and in hand

1,792,924

1,052,121

17,941,178

16,246,709

CREDITORS

Amounts falling due within one year

14

(15,048,051

)

(14,277,232

)

NET CURRENT ASSETS

2,893,127

1,969,477

TOTAL ASSETS LESS CURRENT LIABILITIES

4,805,615

4,182,772

CREDITORS

Amounts falling due after more than one year

15

(59,773

)

(967,473

)

PROVISIONS FOR LIABILITIES

18

(277,731

)

(352,140

)

NET ASSETS

4,468,111

2,863,159

CAPITAL AND RESERVES

Called up share capital

19

1,097

1,097

Capital redemption reserve

20

100

100

Retained earnings

20

4,466,914

2,861,962

SHAREHOLDERS' FUNDS

4,468,111

2,863,159

The financial statements were approved by the director and authorised for issue on 28 November 2025 and were signed by:

A Sohpal - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 April 2023

1,097

3,589,606

100

3,590,803

Changes in equity

Total comprehensive loss

-

(727,644

)

-

(727,644

)

Balance at 31 March 2024

1,097

2,861,962

100

2,863,159

Changes in equity

Total comprehensive income

-

1,604,952

-

1,604,952

Balance at 28 February 2025

1,097

4,466,914

100

4,468,111

1.	STATUTORY INFORMATION

Smyle Creative 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.

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.

Reporting period

These financial statements are prepared for the 11 months to 28 February 2025, as to align the company's financial year end with the group.

As a result, the comparative figures and disclosures presented with these financial statements are not entirely comparable.

Going concern

The financial statements have been prepared on a going concern basis. The directors have made an assessment of the company’s ability to continue as a going concern and have a reasonable expectation that the company has adequate resources to continue in operational existence for a period of at least twelve months from the date of approval of these financial statements.

In making this assessment, the directors have considered the company’s budgets, cash flow forecasts, and available financing facilities. They have also considered the potential impact of current economic conditions and any other relevant factors on the company’s activities and financial position.

Accordingly, the directors continue to adopt the going concern basis of accounting in preparing the annual financial statements.

The group was acquired on 1 July 2024 by Project Elm Limited, a company ultimately owned by Human Network Limited. Human Network Limited has confirmed that it will provide financial assistance, if required, to support Smyle Creative Group Limited and its subsidiaries to trade on a going concern basis for a period not less than 12 months from the date the accounts are approved.

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 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 26.18(b), 26.19 to 26.21 and 26.23;

•

the requirement of paragraph 33.7.

Preparation of consolidated financial statements

These financial statements present information for Smyle Creative Limited as an individual entity and do not include consolidated financial statements. The Company is exempt under Section 400 of the Companies Act 2006 from the requirement to prepare consolidated financial statements, as it and its subsidiary undertaking are included in the consolidated financial statements of its ultimate parent company, Human Network Limited.

Human Network Limited is incorporated in England and Wales and prepares consolidated financial statements that include Smyle Creative Group Limited and its subsidiaries. Copies of those financial statements are available from its registered office at 30-34 North Street, Hailsham, BN27 1DW.

Turnover

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

The company recognises revenue when the significant risks and rewards of ownership have been transferred to the buyer; the company retains no continuing involvement or control over the goods; the amount of revenue can be measured reliably; and when it is probable that future economic benefits will flow to the entity.

In respect of construction contracts and the rendering of services, turnover represents revenue measured by reference to the stage of completion of the contract activity or of the service transaction at the end of the reporting period where the following conditions are satisfied:

- the amount of revenue can be measured reliably;

- it is probable that the company will receive the consideration due under the contract; the stage of completion of the contract at the end of the reporting period can be measured reliably;

- the costs incurred and the costs to complete the contract can be measured reliably.

Goodwill

Goodwill recognised represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair values of the identifiable net assets, liabilities and contingent liabilities acquired.

Goodwill is amortised through the income statement in equal instalments over its estimated useful life. Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the income statement. Reversals of impairment are recognised when the reasons for the impairment no longer apply.

Intangible assets

Intangible assets are stated at cost less accumulated depreciation and any accumulated impairment losses. They are amortised over there estimated life using the straight-line method.

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new expectations.

The trademark held was written off during the previous year through the statement of comprehensive income and no amortisation has been recognised.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Improvements to property

-

over term of lease

Fixtures and fittings

-

25% on cost and 25% on reducing balance

Motor vehicles

-

25% on reducing balance

Computer equipment

-

33% on cost and 20% on cost

Tangible assets are stated at cost (or deemed cost) less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price, costs directly attributable to bringing the asset to its working condition for its intended use, dismantling and restoration costs.

Investments in subsidiaries

Investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss. Deferred and contingent consideration payable on acquisitions is recognised when the amounts become probable and can be reliably measured.

Financial instruments

The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, and loans to related parties.

Debt instruments that are payable or receivable within one year, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received; other debt instruments are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss.

Financial assets and liabilities are offset and the net amount reported in the balance sheet only 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 period comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, 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 period 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

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.

Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

Dilapidations

Present obligations relating to dilapidations arise when the company has a contractual obligation to return its leasehold properties to the state as at the commencement of the lease.

3.	CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

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.

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

There were no key assumptions made concerning the future, and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

4.

TURNOVER

The turnover and profit (2024 - loss) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

Period

1.4.24

to

Year Ended

28.2.25

31.3.24

£

£

United Kingdom

13,688,396

29,156,394

Europe

19,560,852

7,215,098

North America

3,954,211

5,391,691

Rest of the world

526,618

21,825

37,730,077

41,785,008

5.	EMPLOYEES AND DIRECTORS

Period

1.4.24

to

Year Ended

28.2.25

31.3.24

£

£

Wages and salaries

5,818,284

7,293,411

Social security costs

649,699

793,269

Other pension costs

173,650

226,119

6,641,633

8,312,799

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

Period

1.4.24

to

Year Ended

28.2.25

31.3.24

Directors*

-

6

Creative

76

94

Warehouse and logistics

15

17

Administrative

35

41

126

158

* The directors of the company are remunerated through the parent company, Smyle Creative Group Limited, and are part recharged to the company. Disclosure of the directors' remuneration for qualifying services and benefits accruing under defined contribution schemes can be found in the consolidated group accounts.

Period

1.4.24

to

Year Ended

28.2.25

31.3.24

£

£

Directors' remuneration

-

-

6.	OPERATING PROFIT/(LOSS)

The operating profit (2024 - operating loss) is stated after charging/(crediting):

Period

1.4.24

to

Year Ended

28.2.25

31.3.24

£

£

Other operating leases

587,161

676,067

Depreciation - owned assets

628,699

877,616

Depreciation - assets on hire purchase contracts

36,124

25,250

Profit on disposal of fixed assets

(31,695

)

-

Auditors' remuneration

64,166

31,000

Foreign exchange differences

216,123

67,642

7.

AMOUNTS WRITTEN OFF INVESTMENTS

Period

1.4.24

to

Year Ended

28.2.25

31.3.24

£

£

Amounts w/o invs

-

481,871

The value of the investments in group undertakings have been written down to the value of their net assets.

8.

INTEREST PAYABLE AND SIMILAR EXPENSES

Period

1.4.24

to

Year Ended

28.2.25

31.3.24

£

£

Bank interest

5,980

2,626

Bank loan interest

39,813

139,547

HMRC fines and interest

5,090

-

Hire purchase

13,770

6,378

64,653

148,551

9.

TAXATION

Analysis of the tax credit

The tax credit on the profit for the period was as follows:

Period

1.4.24

to

Year Ended

28.2.25

31.3.24

£

£

Current tax:

Adjustment in respect of prior periods

-

(153,174

)

Deferred tax

(74,409

)

30,103

Tax on profit/(loss)

(74,409

)

(123,071

)