The directors present the strategic report for the period ended 31 March 2025.
INTRODUCTION
WJ Group Holdings Limited (“the company”) was incorporated in December 2020 following the acquisition of a majority stake in the WJ Group by THI Investments. The Company is a non-trading holding company which owns a number of trading companies in the UK, Ireland and the US and via WJ Products Limited it has an interest in a joint venture, ACBWJ Product Services BV, which is a company based in Belgium.
WJ Group is the UK’s leading road marking and highway safety business. It delivers high-performance, award-winning solutions to the strategic road network, local authority and private markets. WJ creates safe, sustainable journeys for everyone.
The group provides temporary and permanent road and off highways markings using a wide range of applications and products. We install road studs, both reflective and active (solar). We provide a range of safety related surface treatments, including retexturing, high friction surfacing and pothole repair systems. Our retexturing fleet is the largest in the UK and we have a high friction surface product that is widely used across the strategic road network.
Our Intelligent Traffic Solutions (ITS) business commissions and installs a variety of safety critical systems aimed at temporary works on the highways, including wireless CCTV, stopped vehicle detection, average speed cameras, automatic number plate recognition (ANPR) cameras and air quality monitoring. This division has been strengthened during the period through the acquisition of Sunstone Systems. Sunstone were providers of the autonomous renewable power generation devices that the ITS business uses to power various IoT devices such as ANPR cameras, Average Speed cameras, and traffic monitoring radar. The acquisition created WJ Sunstone which will work independently of the ITS business to continue to market to a diverse range of sectors which require power for connected devices.
We support highways authorities managing their road marking assets by surveying and digitising their road marking networks and then providing consultancy services to help them prioritise appropriate treatments.
WJ Surface Treatments Inc., our US based subsidiary company, delivers a range of surface treatments, including high friction surface treatments, bridge deck waterproofing and retexturing. During the period we have delivered an increasing range of projects in a number of states across the US. The US is the largest highways market in the world and successful entry to this market represents an area of substantial future growth for the group.
WJ Group have a Verified Science Based Target to deliver against the Paris Agreement by 2042, based on lowering embodied carbon in our materials to zero, switching to zero emission vehicles as technology allows and off-setting carbon through the planting of a forest.
Our engineering and fabrication capabilities allow us to rapidly develop and bring to market road marking products and systems using our largely self-delivered fleet of road marking vehicles. This includes launching the world’s first electric powered thermoplastic road marking truck in the summer of 2025. Using alternative power to replace fossil fuels is a key part of our operational commitment to be carbon neutral by 2042.
With industry leading R&D capability in WJ Products and ACBWJ critical in the development of new and innovative road marking products, WJ Group proudly launched RapidLine, a UV cured cold applied road marking system, in summer 2025. The first of its kind to launch on the UK market, RapidLine is our response to an evolving interest in cold applied systems. The instant curing of the material, when exposed to intense UV light, means road closures and traffic management can be reduced, a significant saving for clients during the installation process of road markings.
The Group’s transformation into a data driven business, with THI’s support and investment, is continuing following the go live of the second phase of group wide ERP system in March 2024.
Our employees are our most valuable asset and WJ Group provides a supportive, developmental, and inclusive work environment. This period we launched inclusive talent acquisition initiatives, such as the Forces Covenant Agreement and Disability Confident Employer. We strengthened ties with educational institutions and continued leadership development to ensure a sustainable high performing team for the future.
Safety is core to WJ. Our ‘Safer Together’ Strategy, launched in 2025, strives to achieve zero accidents by creating an environment where every employee is empowered to take ownership of their health and safety and that of those around them. The ‘Safer Together’ Strategy focusses on Health and Safety (H&S) priorities across the WJ Group for the next five years ensuring we deliver our works through safe people, safe places and safe processes supported by a culture that acts safely, without compromise.
SOCIAL VALUE INDICATORS
Community is a WJ Core Value. Social Value is tracked by WJ Group using the National TOMs Framework. We track our performance against the Themes, Outcomes and Measures (TOMs) described in the system. These are: Work, the employment opportunities we provide; Economy, where we spend and how that delivers inclusive growth; Community, how we deliver for the communities where we live and work; Planet, that is environmental stewardship and our contribution to this locally and nationally. The numbers generated are then verified by Planet Mark on behalf of Social Value Portal.
REVIEW OF BUSINESS
We aim to present a balanced and comprehensive review of the development and performance of our business during the period and its position at the period end. Our review is consistent with the size and non-complex nature of our business and is written in the context of the risks and uncertainties we face.
The financial statements presented are for a period of 14 months rather than 12 months in order to align the period end more appropriately with internal business processes and external customers fiscal years. The comparative amounts presented in the financial statements (including the related notes) are not entirely comparable as a result.
Turnover for the 14 month period is £139,653,050 and we have achieved a 33.4% gross profit margin on this. Not withstanding the 14 month period vs the prior period of 12 months, turnover increased by over 29% due to a combination of ongoing growth from volume and pricing and expansion into adjacent markets.
The group maintained its focus on working capital management with particular focus on inventory management and debt control.
During the period 1 February 2024 – 31 March 2025 the group has invested £7,943,490 in capital expenditure reflecting an ongoing strategy of maintaining the most modern and technologically advanced plant and machinery, fleet and IT systems in our sector in order to ensure maximum self-delivery and unparalleled customer service. The Group invested significantly in IT to allow it to launch a new ERP system which will be key to providing consistent data and driving greater efficiency and operational improvements. Investment decisions are subject to capital appraisal reviews in line with this vision and taking into account the groups resources and innovation strategy.
Non UK Revenue represents 5% of total revenue in the period compared to 2% in the previous period as WJ Group expanded operations in the USA. The USA is the largest road marking market in the world and the expansion in USA continues to be strategically important for the company.
Government Spending Decisions – the Group recognises that the majority of its income derives from government sources and it plays an active role, through a number of trade bodies and associations, in promoting and developing the safety, effectiveness and sustainability of its products and services in line with evolving Department of Transport and Local Authorities priorities. We believe that Government investment in the UK road infrastructure will be maintained.
Competition – the group differentiates itself from the competition by continued efforts in R&D and Innovation and a strategy of delivering safer and more sustainable products and services. The Group has made strategic investments to develop the UK largest nationwide network and has diversified into adjacent markets and geographies to enable it to stay ahead of the evolving competitor base.
Materials Supply – the Group has developed an internal supply chain for the bulk of the products it uses and has developed strong partnerships in areas where internal production is not possible. The Group works closely with its raw materials supply chains and utilises group buying power to ensure that availability of product is robust and that pricing is sustainable.
Fuel and Energy Prices – the Group is not immune to the impact of rising fuel and energy prices but the effect is mitigated through the maintenance and upgrading of a modern fleet of fuel efficient vehicles and an industry leading driver awareness training programme scheme which leads to improved fuel consumption and a reduction in the Group’s carbon footprint. The Group is registered under the Energy Savings Opportunity Scheme (ESOS) and is committed to reducing energy consumption to both combat price fluctuations but also reinforce our commitment to reducing our carbon footprint.
Credit Risk – the Group has a broad range of customers including both private companies and public sector bodies. The risk that the Group will suffer from significant levels of bad debt is managed by the diversified customer portfolio and the well established credit control procedures operated across the Group.
Cash Flow Risk – the Group is funded through a combination of Hire Purchase funding, a Term Loan, a Revolving Credit Facility and an Acquisition Facility.
Liquidity Risk – the Group is able to meet short and medium term obligations from operational cash generation and in addition has access to £14m of undrawn committed facilities.
We consider that our key financial performance indicators are those that communicate the financial performance and strength of the company as a whole, these being turnover, gross profit margin and underlying operating profit margin before exceptional items. The success of the group will be reflected in the balance sheet net assets and group liquidity.
14 months ended Year ended
31 March 2025 31 January 2024
Turnover 139,653,050 108,048,564
Gross Profit Margin 33.4% 30.9%
Operating Profit Margin
before exceptional items 6.0% 5.4%
Explanation of the key performance indicators detailed above can be found in the review of business section of this report.
The Group places health and safety as a paramount non-financial key performance indicator. Health and safety statistics are reported to the board on a monthly basis. Whilst all reported accidents are fully investigated the overriding indicator is the number of RIDDOR (“Reporting of Injuries, Diseases and Dangerous Occurrences Regulations 2013”) reports. During the period 1 February 2024 – 31 March 2025 there were 2 RIDDOR reports and in the year 1 February 2023 – 31 January 2024 there were 2 RIDDOR reports.
The WJ Group Board believe being a responsible business gives us a social licence to operate. We actively engage our stakeholder community including, employees, suppliers, clients, and communities. Endeavouring through our actions to create shared value through positive contribution to economic, social, and environmental value in the communities we work, live, and serve. In this way contributing to the future sustainable development of the nation and aiding the delivery of the Sustainable Development Goals. Set out briefly here under this S172 Statement, taking into account factors (a) to (f):
(a) the likely consequences of any decision in the long term.
The WJ Board manage the risks of the prevailing business environment ‘To Deliver Safe Sustainable Journeys for All’ a vision that embodies the ethos of the organisation. WJ have four core values: Safety, Delivery, Innovation and Community. Through delivery of this vision and these values we aim to enhance our position as the leading UK providers of road markings; safety surfacing and retexturing; road marking products and equipment; Intelligent Traffic Solutions, Off Highway and Maritime Surface Preparation, for the long term. WJ are committed to continually improve economic, environmental, and social value for our staff, clients, supply chain and the communities we serve.
At all Board Meetings the Board consider the present position of the WJ Group Companies and how that impacts our stakeholders. Board Meetings review current strategy and actively seek opportunities to improve safety, innovation, delivery, and community to continue our success for the benefit of The Group, its stakeholders and wider social licence.
(b) the interests of the company’s employees.
WJ Board recognise empowered people are fundamental to the success of our business; to delivering successful services meeting the needs our clients; our communities and to the protection and improvement of our environment. To do this we must not only be a responsible employer but a responsive one too; provide industry leading pay and conditions; where our people are safe, treated with fairness, inclusion, and respect; where everyone is valued, invested in, and has an equal opportunity to progress their career.
Safety is imperative to WJ. We research and develop equipment and processes that remove and reduce risks, strive to remove vulnerable road workers from the carriageway and introduce further innovative machinery and processes that protect our people and the travelling public alike. We recognise our interdependence with the environment in which we operate, safe systems are the key to preventing harm. Living our values, employing regular structured and interactive training; from onboarding and teaching essential skills through the entire employment lifecycle at whatever level within the organisation. Through The People Team and the WJ Training Academy considering the whole life wellbeing of our people not just the physical but the mental, financial, and social equally. WJ are active participants in local, sectoral, national, and international work on improving safety and the working environment. The interests of our employees are measured through surveys, encouraged at regular meetings and Sharing Knowledge events. Our long established and continually improved Safety Observation System is designed to capture HSEQ near misses; opportunities for improvement in equipment, systems and behaviours whilst also providing the opportunity to highlight good practice. Regular feedback is given to our people through our ‘You Said, We Did,’ system. Our Voices of Women group are supported as allies in our work to improve equity in our industry along with support for Fairness inclusion and Respect in Construction, the Supplier Diversity Forum, the Race at Work and People Matter Charters. We are further looking to the future through pan industry collaboration with BITC’s Green Skills Lab working on a Just Transition to Net Zero.
(c) The need to foster the company’s business relationships with suppliers, customers and others.
Business relationships are fundamental to all businesses and in this complex and fast changing world we all inhabit crucial to our success. We work very closely with customers and suppliers to understand their needs so that we can tailor our products and services to meet or exceed our delivery requirements. We track performance through regular internal and external meetings and discussions up and down our value chain to aid decision making, enhance customer focus and enable our supply chain. This will include formal collaborative agreements (assessed to ISO 44001) and client, customer, and community performance groups. We recently achieved PAS 2080 ‘Carbon Management in Infrastructure and Built Environment’ certification, this is a collaborative standard which necessitates us being active participants in collaborative events where we listen, understand, share knowledge, and contribute creatively to reducing global emissions. Our operations are critical to delivering a safe sustainable highways network, we align with our supply chain to deliver the holistic service the end user, one that delivers safer sustainable journeys for all. Investment and financial security are fundamental to meeting the needs of our clientele. Working openly and closely with our financial stakeholders strengthens WJ and gives confidence to clients and suppliers alike that we are financially secure, pay promptly and enhance supply chain sustainability, innovation, and capacity.
(d) the impact of the company’s operations on the community and the environment.
The WJ Board understand our services have a significant positive impact on the community and our environment. Road markings, high friction surfacing, and our intelligent traffic solutions are all designed to make journeys safer and more efficient. This in and of itself is delivering considerable social and environmental value. Community is a core value for WJ that means delivering great social and environmental value in a well governed structure. We as an organisation play our part in delivering sustainable economic growth; tackling economic inequality; fighting climate change; aiding equal opportunity and supporting wellbeing. WJ have signed up to the Science Based Target Initiative to deliver against the Paris Agreement, based on lowering embodied carbon in our materials to zero, switching to zero emission vehicles as technology allows and insetting carbon through the planting of a forest. In our operations, road users, communities and the environment are considered at all times. To ensure we reduce and mitigate negative impacts of our operations upon them whist creating new jobs, business opportunities and skills. WJ through innovation in the design of materials, plant and machinery strive to increase the lifecycle of our materials. With less interventions we serve our communities and environment through reduced carbon emissions, less waste and improved air quality. WJ through innovative thinking greatly reduced embodied carbon in materials by circa 80% independently verified to ISO 14067 and PAS 2050 through collaborative work with our supply chain and developing the use of biogenic componentry. This aligns WJ with our community and environments needs.
WJ have an active community engagement program ‘Thinking Community.’ We understand that it is difficult to manage what you can’t measure and have built an independently audited and accredited Social Value Calculator. The Board understand that for an organisation that works mostly for public sector organisations whether at Tiers 1, 2 or 3 level creating additional Social Value is critical to us, our clientele and the nation as a whole. This synergises with the ‘Community’ value’ of WJ, our people and our stakeholder communities to make a positive contribution to society.
(e) the desirability of the company maintaining a reputation for high standards of business conduct; and
The Board know that having a strong governance framework that is economically, environmentally, and socially responsible is fundamental to the development of our business. To this end the Board regularly reviews its policies and promotes ethical behaviour, actively encouraging equity, diversity, inclusion, and access and promoting support for disadvantaged groups. WJ is further engaged in promoting better understanding of the abhorrent practice of Modern Slavery. WJ are independently audited by Planet Mark on our carbon reduction targets, local social and economic value and BITC through the ‘Responsible Business Tracker’ on our response to the United Nations Sustainable Development Goals.
(f) the need to act fairly between members of the company.
WJ take the ethos of fairness, inclusion, and respect as pillars of our social contract as an organisation. This is a key part of our induction process and sets of the tenets of the behaviours we expect as an organisation. As a company working primarily for the public sector, we understand that the Public Sector Equality Duty of our clients is fundamental and that these standards are a minimum not an aspiration. It would be short sighted in the extreme for us as a Board not to consider the impacts of all the decisions that we make without considering our people, our wider stakeholders and the environment.
On behalf of the board
The directors present their annual report and financial statements for the period ended 31 March 2025.
The results for the period are set out on page 15 onwards.
No ordinary dividends were paid (2024 - £nil). The directors do not recommend payment of a further dividend.
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
The group invests heavily in research and development to ensure that they have the most modern fleet available to promote efficiency whilst maintaining a strong health and safety record.
The Group places considerable value on the involvement of its employees and has continued to keep them informed on matters affecting them as employees and on the various factors affecting the performance of the Group. Information about matters of concern to employees is given through information bulletins, formal and informal meetings and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.
The group continues to invest in people, improved equipment and technology (including further development of front end IT systems) and also at the forefront of health and safety (promoting physical and mental wellbeing).
Forward-looking statements
Where the financial statements contains forward-looking statements, these are based on current expectations and assumptions and are subject to risk factors and uncertainties which the Directors believe are reasonable. Accordingly, the Group's actual future results may differ materially from the results expressed or implied in these forward-looking statements. We do not undertake to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
At WJ our vision is to ‘Creating safe, sustainable journeys for everyone’, we achieve this by integrating sustainability into the operations of our company.
Organisational info/structure
WJ Group Holdings Limited is a non-trading entity with trading subsidiaries, WJ (Group) Ltd, WJ Group Infrastructure Ltd, WJ North Ltd, WJ South Ltd, WJ Products Ltd, WJ South West Ltd, Textureblast Ltd, JMS Lincoln Ltd, Nolan Roadmarking Ltd, WJ Sunstone Ltd, WJ Vehicle and Plant Ltd, JMS Highways Ltd, WJ Group USA Holdings Inc and WJ Surface Treatments LLC.
Environmental indicators
We use our Environmental Management Systems (EMS) to manage and improve significant environmental impacts. This commitment requires us to maintain and continually improve our environmental management system in accordance with ISO 14001 for the operation of our services and legislation relevant to the SECR environmental impacts. Our carbon emissions monitoring system is audited as part of our EMS and is externally verified by Planet Mark according to the Greenhouse Gas (GHG) Protocol.
Reporting period for energy reporting
From 1 February 2024 to 31 March 2025, with a baseline year of 1 February 2017 – 31 January 2018.
Reporting boundary
The reporting boundary includes all the trading divisions of WJ Group. This includes 14 operational depots, two vehicle manufacturing plants and two products manufacturing plants. Due to the early stage of its US market entry no data for US is currently included.
Measurement methodology
WJ Group operational carbon footprint includes Scope 1 and 2 emissions. It is measured according to methods set out by the GHG Protocol with the latest conversion factors from the Department for Business, Energy & Industrial Strategy (BEIS). Our monitoring system has also been externally verified by Planet Mark.
Our Scope 3 emissions are also monitored and verified by Planet Mark. However, due to the large amount of data to analyse, we currently only have 2023’s Scope 3 data. We have successfully carried out the Lifecycle Assessment (LCA) of our thermoplastic road marking products, our largest source of Scope 3 emissions. This is externally verified by Lucideon to ISO14067 and PAS2050.
Our intensity ratio will be based on our Scope 1 and 2 emissions Tonnes CO2e/£million turnover.
As shown in the table above, our intensity ratio has decreased by 9.3%, which is a reflection of the strategy and focus on environmental impacts of the Group.
Our overall emissions and intensity ratio period comparisons above are distorted due to the change of year end and non-comparable reporting periods. Our underlying emissions (Tonnes CO2) has actually reduced in the twelve month period ended 31 March 25 versus the comparable period of twelve months ended 31 March 24.
Achievements
Our largest environmental impact and source of emissions is our vehicle and plant fleet. We have invested in a vehicle telematics system and launched a driver behaviour monitoring and award scheme. These have combined to show a 22% increase in MPG and 15.7% reduction in emissions.
Our Scope 3 savings from product reformulation with a switch to biogenic binder systems has seen around 27,762 tCO2e saved emissions across the WJ Group as a whole.
Our Net Zero targets have now been approved by Science-based Targets Initiative (SBTi), with the following targets:
Overall Net-Zero Target: WJ Group commits to reach net-zero greenhouse gas emissions across the value chain by FY2042.
Near-Term Targets:
WJ Group is committed to reduce absolute scope 1 and 2 GHG emissions 90% by FY2032 from a FY2022 base year.*
WJ Group is also committed to reduce absolute scope 3 GHG emissions 32.4% within the same timeframe.
Long-Term Targets:
WJ Group commits to maintain a minimum of 90% absolute scope 1 and 2 GHG emissions reductions from FY2032 through FY2042 from a FY2022 base year.*
WJ Group also commits to reduce absolute scope 3 GHG emissions 90% by FY2042 from a FY2022 base year.*
*The target boundary includes land-related emissions and removals from bioenergy feedstocks.
Future plans and goals
We are currently trialling alternative fuels for our truck fleet.
Sustainable procurement is to become a focus for the business in the near future to aid in Scope 3 emissions reduction.
We are evaluating transferring all of our electricity and natural gas heating to be sourced from renewable sources.
As part of the Responsible Business Tracker by Business in the Community, we are also aligning our operations to the United Nations Sustainable Development Groups.
We have audited the financial statements of WJ Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 March 2025 which comprise the group income statement, the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for 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 group's and parent 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
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 company;
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;
tested journal entries to identify unusual transactions; and
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias.
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;
enquiring of management as to actual and potential litigation and claims; and
reviewing correspondence with HMRC, relevant regulators and the company’s legal advisors.
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 is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the period was £5,956 (2024 - £318,866 loss).
WJ Group Holdings Limited (“the company”) ("WJ") is a private limited company domiciled and incorporated in England and Wales. The registered office is Unit 7 Brock Way, Newcastle, ST5 6AZ.
The group consists of WJ Group Holdings Limited and all of its subsidiaries.
Basis of preparation
The financial statements are prepared on a going concern basis, under the historical cost convention.
The preparation of financial statements in conformity with FRS102 requires the use of certain accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies.
The financial statements presented are for a period of 14 months rather than 12 months in order to align the period end more appropriately with internal business processes and external customers fiscal years. The comparative amounts presented in the financial statements (including the related notes) are not entirely comparable as a result.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company WJ Group Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 March 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
Investments in joint ventures and associates are carried in the group statement of financial position at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
Research expenditure is written off against profits in the period in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
Freehold land and assets in the course of construction are not depreciated.
On 1 March 2024, the group changed depreciation rates to those noted above. The depreciation rates listed below are those used in the prior period:
Freehold property 2% on cost
Leasehold improvements 5%/ 20%/ 25% on cost, 15% reducing balance or per the lease
Plant and equipment 10% on cost, 15%/ 20%/ 25%/ 50% reducing balance or per the lease
Fixtures and fittings 20% and 50% on a reducing balance basis and 20% and 50% on cost
Motor vehicles 15% on cost and 25%/ 35% on reducing balance basis
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.
All of the plant and equipment which is held under finance leases or hire purchases contracts have been transferred to motor vehicles within the year.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use.
If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally 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.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans and loans to fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the period. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The costs of short-term employee benefits are recognised as a liability and an expense.
The cost of any unused holiday entitlement is only recognised as an accrual at the end of each statutory financial period.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
Assets and liabilities of overseas subsidiaries (including goodwill) are translated into the Group's presentational currency at the rate ruling at the reporting date. Income and expenses of overseas subsidiaries are translated at the average rate for the period as the directors consider this to be a reasonable approximation to the rate at the date of the transactions. Translations differences are recognised in other comprehensive income and accumulated in equity.
Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with group entities where the relationship is one of being wholly owned.
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.
Information about significant judgements and estimates required in the provision of the financial statements is provided below:
Useful economic life of goodwill
In a prior period a significant business combination occurred on which significant goodwill was recognised. The useful economic life of this goodwill has been considered by the directors and in their judgement an estimate of 30 years is considered to be reasonable. The directors believe that medium to long term contract visibility, a strong technology roadmap and ongoing commitment from the government to infrastructure spend continues to support this longer term view. The directors also recognise that, whilst the intention is for WJ Group to remain at the forefront of innovation and delivery performance, visibility of the next generation of vehicles and products beyond a 30 year period is speculative and without certainty around long term technology and further significant investment the estimated useful economic life of this goodwill is restricted. A finite useful life of 30 years has therefore been adopted in amortising goodwill.
Exceptional items are non-recurring items which are material in size or in nature and are outside of the groups ordinary activities. These include items relating to one-off project costs and M&A related costs incurred during the period.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined benefit contribution schemes amounted to 2 (2024 - 2).
The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
During the period there was a reclassification of assets and as such the net carrying value of tangible fixed assets held under finance leases or hire purchase contracts now remain on motor vehicles only.
Details of the company's subsidiaries at 31 March 2025 are as follows:
Registered office addresses (all UK unless otherwise indicated):
Bellstan Limited (company no 00945450) is exempt from audit by virtue of section 479A of the Companies Act 2006.
Associated company
The group has a 45% shareholding in ACB-WJ Product Services BV, a company involved in thermoplastic production with the registered office of Europaweg 14, 3560 Lummen, Belgium.
The group's share of the associated company's net assets and profit/loss for the period have not been included in the consolidated financial statements as they are not material.
Stock comprises of £3,423,556 in raw materials (2024 - £4,095,768), £674,299 in work in progress (2024 - £664,376) and £2,178,422 in finished goods (2024 - £308,642).
Amounts owed to group undertakings due after more than one year are due between 1 and 2 years. The amounts are unsecured and interest free.
The long-term loans are secured by fixed and floating charges over the group's assets.
The bank overdraft is secured.
Bank loans have been adjusted for accrued interest and are net of amortised loan deal fees.
Finance lease payments represent rentals payable by the company or group for certain items of motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
Contributions totalling £191,366 (2024 - £200,874) were payable to the fund at the balance sheet date and are included in creditors.
Each ordinary share has full voting rights, full dividend rights and the right to participate in distributions on winding up. The shares are not redeemable.
Profit and loss reserves represents the accumulated profits less accumulated losses, distributions and currency translation differences to the reporting date. This is a distributable reserve.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
The operating leases represent leases motor vehicles to third parties. The leases are negotiated over terms of 4 years and rentals are fixed for this period.
At the reporting end date the group had contracted with the lessees for the following minimum lease payments:
Amounts contracted for but not provided in the financial statements:
Transactions with related parties
During the period, the group made purchase from entities with common directors/owners.
Purchases made from these entities totalled £173,039 (2024 - £151,705). At the period end, the balance owing to these entities was £18,409 (2024 - £18,749).
During the period, the group rented properties from entities in which some of the directors were the primary beneficiaries. The rent charged during the period was £346,867 (2024 - £296,667). At the period end, the balance owing to these entities was £nil (2024 - £44,182).
Transactions with associates
During the period the group entered into the transactions with ACB-WJ Product Services BV, a Belgium company in which the group controls 45% of the shares.
2025 2024
£ £
ACB-WJ Product Services BV
Sales and recharges 3,410,204 2,142,029
Purchases 5,828 44,612
Amounts due to group 477,660 218,163
Amounts owed by group - 7,634
Loan due to group 41,826 41,826