Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-31true38truetruetruetruetrue2023-01-01truefalsetruefalseimplementation of payment systems37 07665281 2023-01-01 2023-12-31 07665281 2022-01-01 2022-12-31 07665281 2023-12-31 07665281 2022-12-31 07665281 2022-01-01 07665281 1 2023-01-01 2023-12-31 07665281 1 2022-01-01 2022-12-31 07665281 7 2023-01-01 2023-12-31 07665281 7 2022-01-01 2022-12-31 07665281 d:Director1 2023-01-01 2023-12-31 07665281 d:Director2 2023-01-01 2023-12-31 07665281 d:Director3 2023-01-01 2023-12-31 07665281 d:RegisteredOffice 2023-01-01 2023-12-31 07665281 e:Buildings e:LongLeaseholdAssets 2023-01-01 2023-12-31 07665281 e:Buildings e:LongLeaseholdAssets 2023-12-31 07665281 e:Buildings e:LongLeaseholdAssets 2022-12-31 07665281 e:PlantMachinery 2023-01-01 2023-12-31 07665281 e:PlantMachinery 2023-12-31 07665281 e:PlantMachinery 2022-12-31 07665281 e:PlantMachinery e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 07665281 e:FurnitureFittings 2023-01-01 2023-12-31 07665281 e:FurnitureFittings 2023-12-31 07665281 e:FurnitureFittings 2022-12-31 07665281 e:FurnitureFittings e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 07665281 e:ComputerEquipment 2023-01-01 2023-12-31 07665281 e:ComputerEquipment 2023-12-31 07665281 e:ComputerEquipment 2022-12-31 07665281 e:ComputerEquipment e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 07665281 e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 07665281 e:CurrentFinancialInstruments 2023-12-31 07665281 e:CurrentFinancialInstruments 2022-12-31 07665281 e:Non-currentFinancialInstruments e:AfterOneYear 2023-12-31 07665281 e:Non-currentFinancialInstruments e:AfterOneYear 2022-12-31 07665281 e:ReportableOperatingSegment1 2023-01-01 2023-12-31 07665281 e:ReportableOperatingSegment1 2022-01-01 2022-12-31 07665281 e:ReportableOperatingSegment2 2023-01-01 2023-12-31 07665281 e:ReportableOperatingSegment2 2022-01-01 2022-12-31 07665281 e:UKTax 2023-01-01 2023-12-31 07665281 e:UKTax 2022-01-01 2022-12-31 07665281 e:ShareCapital 2023-01-01 2023-12-31 07665281 e:ShareCapital 2023-12-31 07665281 e:ShareCapital 2022-01-01 2022-12-31 07665281 e:ShareCapital 2022-12-31 07665281 e:ShareCapital 2022-01-01 07665281 e:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 07665281 e:RetainedEarningsAccumulatedLosses 2023-12-31 07665281 e:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 07665281 e:RetainedEarningsAccumulatedLosses 2022-12-31 07665281 e:RetainedEarningsAccumulatedLosses 2022-01-01 07665281 e:AcceleratedTaxDepreciationDeferredTax 2023-12-31 07665281 e:AcceleratedTaxDepreciationDeferredTax 2022-12-31 07665281 d:OrdinaryShareClass1 2023-01-01 2023-12-31 07665281 d:OrdinaryShareClass1 2023-12-31 07665281 d:OrdinaryShareClass1 2022-12-31 07665281 d:FRS101 2023-01-01 2023-12-31 07665281 d:Audited 2023-01-01 2023-12-31 07665281 d:FullAccounts 2023-01-01 2023-12-31 07665281 d:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 07665281 2 2023-01-01 2023-12-31 07665281 6 2023-01-01 2023-12-31 07665281 e:CurrentFinancialInstruments 7 2023-12-31 07665281 e:CurrentFinancialInstruments 7 2022-12-31 07665281 f:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:shares xbrli:pure


Registered number: 07665281












WL SOLUTIONS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

 

WL SOLUTIONS LIMITED

CONTENTS



Page
Company information
 
1
Directors' report
 
2
Directors' responsibilities statement
 
3
Independent auditor's report
 
4 - 7
Profit and loss account
 
8
Balance sheet
 
9
Statement of changes in equity
 
10
Notes to the financial statements
 
11 - 26


 

WL SOLUTIONS LIMITED
 
COMPANY INFORMATION


Directors
L Booth 
R Hawley 
D I Holden 




Registered number
07665281



Registered office
1 Royal Exchange
Royal Exchange Avenue

London

United Kingdom

EC3V 3DG




Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1

 

WL SOLUTIONS LIMITED

DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Director

The director who served during the year was:

D I Holden 

On 03 October 2024, L Booth and R Hawley were appointed as directors.

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditor is aware of that information.

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





R Hawley
Director

Date: 20 October 2024

Page 2

 

WL SOLUTIONS LIMITED
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors are responsible for preparing the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

 In preparing these financial statements, the directors are required to:

select suitable accounting policies and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent; 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 company's transactions and disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 3

 

WL SOLUTIONS LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WL SOLUTIONS LIMITED
 FOR THE YEAR ENDED 31 DECEMBER 2023

Opinion


We have audited the financial statements of WL Solutions Limited (the 'company') for the year ended 31 December 2023, which comprise the Profit and loss account, the Balance sheet, the Statement of changes in equity and the notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


Conclusions relating to going concern


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


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


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


Other information


The other information comprises the information included in the annual report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the annual reportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Page 4

 

WL SOLUTIONS LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WL SOLUTIONS LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Directors' report has 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 Directors' report.


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


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' report and from the requirement to prepare a Strategic report.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.


Page 5

 

WL SOLUTIONS LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WL SOLUTIONS LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

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:

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the technology sector;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and Payment Card Industry Data Security Standards;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

performed analytical procedures to identify any unusual or unexpected relationships;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias;
tested journal entries to identify unusual transactions; and
investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation; and
enquiring of management as to actual and potential litigation and claims.
Page 6

 

WL SOLUTIONS LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WL SOLUTIONS LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditor's responsibilities for the audit of the financial statements (continued)

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance.  Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they
may involve deliberate concealment or 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 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 2006Our 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.





Jacqueline Oakes (Senior statutory auditor)
  
for and on behalf of
Blick Rothenberg Audit LLP
 
Chartered Accountants
Statutory Auditor
  
16 Great Queen Street
Covent Garden
London
WC2B 5AH

 
Date: 
21 October 2024
Page 7

 

WL SOLUTIONS LIMITED
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
2,763,924
3,719,476

Cost of sales
  
(129,370)
(266,627)

Gross profit
  
2,634,554
3,452,849

Administrative expenses
 5 
(2,502,240)
(2,752,238)

Operating profit
  
132,314
700,611

Interest receivable and similar income
 7 
1
-

Interest payable and similar expenses
 8 
(13,170)
(2,134)

Profit before tax
  
119,145
698,477

Tax on profit
 9 
20,952
(11,367)

Profit for the financial year
  
140,097
687,110

There are no items of other comprehensive income for either the year or the prior year other than the profit for the year. Accordingly, no statement of other comprehensive income has been presented. 

Page 8


 
REGISTERED NUMBER:07665281
WL SOLUTIONS LIMITED

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

  

Fixed assets
  

Tangible fixed assets
 10 
123,785
242,129

Investments
 11 
99
99

  
123,884
242,228

Current assets
  

Debtors: amounts falling due within one year
 12 
3,382,552
3,362,569

Cash at bank and in hand
  
17,067
106,342

  
3,399,619
3,468,911

  
 
 
3,523,503
 
 
3,711,139

  

Creditors: amounts falling due within one year
 13 
(385,798)
(713,531)

Total assets less current liabilities
  
3,137,705
2,997,608

  

Deferred taxation
 14 
(26,995)
(26,995)

  

Net assets
  
3,110,710
2,970,613


Capital and reserves
  

Called up share capital 
 15 
2
2

Profit and loss account
 16 
3,110,708
2,970,611

Total equity
  
3,110,710
2,970,613


The company's financial statements have been prepared in accordance with the provisions applicable to entities subject to the small companies regime.

The financial statements were approved and authorised by the board and signed on its behalf by:



R Hawley
Director

Date: 20 October 2024

The notes on pages 11 to 26 form part of these financial statements.

Page 9

 

WL SOLUTIONS LIMITED

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2022
2
2,283,501
2,283,503


Comprehensive income for the year

Profit for the year
-
687,110
687,110
Total comprehensive income for the year
-
687,110
687,110



At 31 December 2022 and 1 January 2023
2
2,970,611
2,970,613


Comprehensive income for the year

Profit for the year
-
140,097
140,097
Total comprehensive income for the year
-
140,097
140,097


At 31 December 2023
2
3,110,708
3,110,710


Page 10

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

WL Solutions Limited is a private company limited by shares incorporated in England and Wales. The address of its registered office is 1 Royal Exchange, London, United Kingdom, EC3V 3DG.
The company's principal activity consist of the provision goods and services within the payment processing industry. 
The company's financial statements are presented in Sterling (£), which is also the company's functional currency. Monetary amounts in these financial statements are rounded to the nearest £.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework'  and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 101 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions under FRS 101:
the requirements of IFRS 7 Financial Instruments: Disclosures
the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers
the requirements of paragraph 52, the second sentence of paragraph 89, and paragraphs 90, 91 and 93 of IFRS 16 Leases. The requirements of paragraph 58 of IFRS 16, provided that the disclosure of details in indebtedness relating to amounts payable after 5 years required by company law is presented separately for lease liabilities and other liabilities, and in total
the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:
 - paragraph 79(a)(iv) of IAS 1;
 - paragraph 73(e) of IAS 16 Property, Plant and Equipment;
the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements
the requirements of IAS 7 Statement of Cash Flows
the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member

Page 11

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.2
Financial Reporting Standard 101 - reduced disclosure exemptions (continued)

The company is included in the consolidated financial statements of Trust Payments Limited for the year ended 31 December 2023 and these financial statements may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.
The principal accounting policies applied in the presentation of the financial statements are set out below. These policies have been consistently applied for all the years/periods presented, unless otherwise stated.

  
2.3

Going concern

The company is a subsidiary of Trust Payments Holdings Limited. Trust Payments Holdings Limited, and its subsidiaries (together “the Group") are under the control of Cordet Direct Lending SCSp, managed by CORDET Capital Partners LLP as its’ investment manager ("Cordet"). Cordet have arranged and provided finance to the group of approximately £148m at the balance sheet date. 
In December 2023 the existing borrowing facilities were extended with the same terms and interest rates as the original contractual obligations. Facility A of approximately £58m is now repayable on 31 March 2025 and Facility C of approximately £90m is now repayable on 30 April 2025. As such the borrowings are shown as long-term liabilities.
The Group has prepared detailed forecasts and cashflow projections to December 2025. These forecasts show that the Group can continue to meet its working capital requirements and settle its operational liabilities as they fall due for at least 12 months from the date of approval of the accounts. 
The forecasts do not allow for the repayment of the debt facilities. The directors are confident that a satisfactory resolution will be achieved through a deleveraging or refinancing event. The investors and lenders have demonstrated their continued willingness to support the growth trajectory of the business through loan extensions and additional facilities where they have been required historically. Cordet has provided written confirmation to the Board of Trust Payments Limited that they have the ability and are willing to support the Group.
As the Group has determined that sufficient cash flows exist for a period of at least twelve months from the date of signing these accounts and that the debt facilities can be extended if not refinanced prior to their due date, the directors continue to adopt the going concern basis in the preparation of the financial statements.

Page 12

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Revenue

IFRS 15 Revenue from Contracts with Customers establishes a comprehensive framework for  determining whether, how much and when revenue is recognised. Under IFRS 15, revenue is recognized when a customer obtains control of the goods or service and is measured on the consideration specified in a contract with a customer and excludes amounts collected on behalf  of third parties. Determining the timing of the transfer of control – at a point in time or over time – requires judgement.
The company specialises in the design, build and delivery of commerce platforms for next generation shopping journeys.
Development and consultancy services
The company recognises revenue over time on development services as the performance obligations are satisfied.
Support and maintenance services
The company recognises revenue over time on support and maintenance services as the performance obligations are satisfied.
Hardware sales
The company recognises revenue at the point in time the performance obligations are satisfied, which is considered to be delivery of the goods.
Equipment rental
The company recognises revenue over time on equipment rental as the performance obligations are satisfied.
Contract liabilities
Contract liabilities primarily relate to amounts that have been billed but the revenue recognition criteria has not been fully met at the reporting date. The contract liabilities are transferred to revenue when the relevant criteria is met.

Page 13

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.5

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is Sterling (£).

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.


  
2.6

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
Current tax is the amount of income tax payable in respect of taxable profit for the period or prior years.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.
Deferred tax arises from temporary differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These temporary differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax balances are recognised in respect of all temporary differences that have originated but not reversed by the balance sheet date, except that:

The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences. Deferred tax is determined using rates and laws that have been enacted or substantially enacted by the balance sheet date.

Page 14

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

  
2.7

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

  
2.8

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

  
2.9

Financial instruments

Initial recognition
Financial assets and financial liabilities are recognised in the company’s statement of financial position when the company becomes a party to the contractual provisions of the instrument. 
Financial assets and financial liabilities are initially measured at fair value, except for trade receivables that do not have a significant financing component which are measured at transaction price. 
Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss. 
Classification of financial assets
The company only has financial assets classified at amortised cost. 
The company classifies its financial assets at amortised cost only if both of the following criteria are met:
• The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows 
• The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding 
Subsequent measurement of financial assets  
All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification of the financial assets. 
Amortised cost and effective interest method 
The amortised cost of a financial asset is defined as the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus or minus the cumulative amortisation using the effective interest method of any difference between that initial amount and the maturity amount and adjusted for any loss allowance.
The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. 
Page 15

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.9   Financial instruments (continued)

For financial assets other than purchased or originated credit-impaired financial assets (i.e. assets that are credit-impaired on initial recognition), the effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) excluding expected credit losses, through the expected life of the debt instrument, or, where appropriate, a shorter period, to the gross carrying amount of the debt instrument on initial recognition. For purchased or originated credit-impaired financial assets, a credit-adjusted effective interest rate is calculated by discounting the estimated future cash flows, including expected credit losses, to the amortised cost of the debt instrument on initial recognition. 
Interest income is recognised using the effective interest method for debt instruments measured subsequently at amortised cost. 
Interest income is recognised in profit or loss and is included in the "finance income - interest income" line item. 
Foreign exchange gains and losses 
The carrying amount of financial assets that are denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of each reporting period. Specifically, for financial assets measured at amortised cost that are not part of a designated hedging relationship, exchange differences are recognised in profit or loss in the ‘Other gains and losses’ line item.
Impairment of financial assets 
The company recognises a loss allowance for expected credit losses on investments in debt instruments that are measured at amortised cost, trade receivables and contract assets. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. 
The company always recognises lifetime expected credit losses (ECL) for trade receivables and contract assets. The expected credit losses on these financial assets are estimated using a provision matrix based on the company historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. 
Derecognition of financial assets 
The company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the company recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the company retains substantially all the risks and rewards of ownership of a transferred financial asset, the company continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received.
 
On derecognition of a financial asset measured at amortised cost, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.
Page 16

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.9   Financial instruments (continued)
 
Financial liabilities and equity
Classification as debt or equity 
Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. 
Equity instruments 
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the company are recognised at the proceeds received, net of direct issue costs. 
Repurchase of the company’s own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the company’s own equity instruments. 
Financial liabilities 
The company only has financial liabilities measured subsequently at amortised cost using the effective interest method. 
The amortised cost of a financial liability is defined as the amount at which the financial liability is measured at initial recognition minus the principal repayments, plus or minus the cumulative amortisation using the effective interest method of any difference between that initial amount and the maturity amount.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost of a financial liability. 
Foreign exchange gains and losses 
For financial liabilities that are denominated in a foreign currency and are measured at amortised cost at the end of each reporting period, the foreign exchange gains and losses are determined based on the amortised cost of the instruments. These foreign exchange gains and losses are recognised in the ‘Other gains and losses’ line item in profit or loss for financial liabilities that are not part of a designated hedging relationship. 
The fair value of financial liabilities denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of the reporting period. 
Derecognition of financial liabilities 
The company derecognises financial liabilities when, and only when, the company’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss. 
 

Page 17

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

  
2.10

Leases

At inception of a contract, the company assesses whether a contract is, or contains, a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
The company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured based on the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The assets are depreciated to the earlier of the end of the useful life of the right-of-use asset or the lease term using the straight-line method. The lease term includes periods covered by an option to extend if the company is reasonably certain to exercise that option.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Generally, the group uses its incremental borrowing rate as the discount rate.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising in rate, extension or termination option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
The company has elected to apply the practical expedient not to recognise right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low-value assets. The lease payments associated with these leases are recognised as an expense on a straight line basis over the lease term.

 
2.11

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 18

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.12

Property, plant and equipment

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Right-of-use assets
-
Length of lease
Plant and machinery
-
33%
Fixtures and fittings
-
20%
Computer equipment
-
20%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.14

Provisions for liabilities

Provisions are made where an event has taken place that gives the company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the balance sheet.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

There are no significant judgements in applying accounting policies or key sources of estimation uncertainty.

Page 19

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Revenue

The total revenue of the company for the year has been derived from contracts with customers.
The total revenue of the company for the year has been derived from its principal activity, wholly undertaken in the United Kingdom.


An analysis of turnover by class of business is as follows:


2023
2022
£
£

Goods and services transferred over time
2,731,208
3,602,873

Goods and services transferred at a point in time
32,716
116,603

2,763,924
3,719,476


Page 20

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Administrative expenses


2023
2022
£
£

Staff costs
2,058,789
2,275,858

Staff training and welfare
35,150
9,318

Motor running costs
3,055
737

Entertainment and travel
12,645
24,640

Consultancy
-
26,784

Stationery, post, tel, computer, office
22,603
18,634

Advertising and promotion
191
4,000

Trade subscriptions
80
-

Professional fees
124,314
45,778

Finance charges
576
385

Bad debts
2,172
444

Difference on foreign exchange
(1,540)
(126)

Sundry expenses
24,801
11,241

Rent
294
13,658

Rates and water
56,199
13,772

Light and heat
83,846
22,093

Cleaning
28,800
16,737

Service charges
3,682
3,266

Insurances
1,765
436

Repairs and maintenance
2,370
-

Sundry establishment expenses
3,662
306

Depreciation
118,344
132,116

Transactional fees
45,253
37,865

Movement of intercompany impairment provision
(67,961)
94,296

2,559,090
2,752,238

Page 21

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


Employees

Staff costs were as follows:


2023
2022
£
£

Wages and salaries
1,767,099
1,999,911

Social security costs
187,064
234,894

Cost of defined contribution scheme
47,776
41,053

2,001,939
2,275,858


The average monthly number of employees, excluding directors, during the year was as follows:


        2023
        2022
            No.
            No.







Management
6
6



IT
31
32

37
38


7.


Interest receivable and similar income

2023
2022
£
£


Other interest receivable
1
-


8.


Interest payable and similar expenses

2023
2022
£
£


Finance leases and hire purchase contracts
-
2,134

Other interest payable
13,170
-

13,170
2,134

Page 22

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Taxation


2023
2022
£
£


Adjustments in respect of previous periods
(20,952)
-

Total current tax
(20,952)
-

Deferred tax


Origination and reversal of timing differences
-
11,367

Total deferred tax
-
11,367


Tax on profit
(20,952)
11,367

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit before taxation
119,145
698,477


Profit multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
28,023
132,711

Effects of:


Remeasurement of deferred tax for changes in tax rates
(1,678)
-

Group relief
(10,753)
(141,684)

Fixed asset differences
136
-

Expenses not deductible for tax purposes
2,882
20,340

Non-taxable income
(18,610)
-

Adjustments to tax charge in respect of previous periods
(20,952)
-

Total tax charge for the year
(20,952)
11,367

Page 23

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Tangible fixed assets





Right of use asset - leasehold property
Plant and machinery
Fixtures and fittings
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 January 2023
87,413
150,221
98,912
152,164
488,710



At 31 December 2023

87,413
150,221
98,912
152,164
488,710



Depreciation


At 1 January 2023
79,465
50,399
11,431
105,286
246,581


Charge for the year on owned assets
7,948
39,761
32,590
38,045
118,344



At 31 December 2023

87,413
90,160
44,021
143,331
364,925



Net book value



At 31 December 2023
-
60,061
54,891
8,833
123,785



At 31 December 2022
7,948
99,822
87,481
46,878
242,129


11.


Fixed asset investments





Investments in subsidiary companies

£



Cost 


At 1 January 2023
99



At 31 December 2023
99




Page 24

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Debtors

2023
2022
£
£


Trade debtors
439,869
453,047

Amounts owed by group undertakings
2,793,068
2,874,053

Other debtors
10,050
10,050

Prepayments and accrued income
139,565
25,419

3,382,552
3,362,569


Amounts owed to group undertakings are interest free, have no fixed repayment date and are repayable on demand. They are stated after impairment provision of £26,335 (2022: £94,296)


13.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
29,358
33,147

Amounts owed to group undertakings
216
-

Corporation tax
147,928
157,209

Other taxation and social security
30,897
62,493

Lease liabilities
-
8,964

Other creditors
-
3,336

Accruals and deferred income
177,399
448,382

385,798
713,531


Amounts owed to group undertakings are interest free, have no fixed repayment date and are repayable on demand.

Page 25

 

WL SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Deferred taxation




2023


£






At beginning of year
(26,995)



At end of year
(26,995)

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Fixed asset timing differences
(26,995)
(26,995)


15.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



2 (2022 - 2) Ordinary shares of £1.00 each
2
2

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital on either class of shares.



16.


Reserves

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses.


17.


Ultimate parent undertaking and controlling party

The immediate parent undertaking is Trust Payments Ltd which is the parent undertaking of the smallest group of undertakings for which group financial statements, whose registered office is at 1 Royal Exchange, London, England, EC3V 3DG. Copies of the group financial statements are available to the public from Companies House, Crown Way, Cardiff, CF14 3UZ.
There is no one controlling party. The ultimate parent company is CORDET Direct Lending SCSp, an entity incorporated in Luxembourg.

 
Page 26