Company registration number 08279867 (England and Wales)
REG (UK) LTD
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
REG (UK) LTD
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 10
REG (UK) LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
4
699,963
619,548
Tangible assets
5
39,145
48,784
739,108
668,332
Current assets
Debtors
6
511,674
452,556
Cash at bank and in hand
762,279
1,336,474
1,273,953
1,789,030
Creditors: amounts falling due within one year
7
(1,261,070)
(1,112,659)
Net current assets
12,883
676,371
Total assets less current liabilities
751,991
1,344,703
Creditors: amounts falling due after more than one year
8
(890,857)
(1,430,672)
Net liabilities
(138,866)
(85,969)
Capital and reserves
Called up share capital
6,229
6,229
Share premium account
11,325,450
11,325,450
Profit and loss reserves
(11,470,545)
(11,417,648)
Total equity
(138,866)
(85,969)

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 18 September 2025 and are signed on its behalf by:
Mr C Bourke
Director
Company registration number 08279867 (England and Wales)
REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information

REG (UK) Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 70 Gracechurch Street, London, EC3V 0HR.

1.1
Accounting convention

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts 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.

1.2
Going concern

These financial statements are prepared on the going concern basis. The directors have have considered the company's projections and, considering the strong cash position and forecast working capital flows, the directors are confident that the company has sufficient resources to continue trading for the foreseeable future.

1.3
Turnover

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 contracts for the provision of professional services is recognised as those services are provided. Payments for services received in advance are deferred and recognised on a straight-line basis over the period of subscription.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.5
Intangible fixed assets other than goodwill

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

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

Internally generated intangible assets, such as software development assets generated by the company's employees, are recognised at cost, where cost is determined as the short-term employee benefits provided to applicable employees, apportioned accordingly to their time spent on relevant development activities. Following initial recognition, such assets are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -

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

Operational software
33% straight line
1.6
Tangible fixed assets

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

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

Leasehold improvements
Over the term of the relevant lease
Equipment
33% straight line
Website
33% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.7
Impairment of fixed assets

At each reporting period end date, the company 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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

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 (or cash-generating unit) 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 (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.9
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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

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.

Impairment of financial assets

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.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company 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.

Classification of financial liabilities

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 company after deducting all of its liabilities.

REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities

Basic financial liabilities, including creditors and bank loans, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts 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. A m ounts 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.11
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

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 profit and loss account, 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 when the company has 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.

REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 6 -
1.12
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

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.

1.13
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity. Where equity-settled share based payments only vest upon a qualifying exit event, and such event is not considered probable to occur at the end of the reporting period, no expense is recognised in that reporting period.

1.14
Leases

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 lease s asset are consumed.

1.15
Foreign exchange

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.

1.16

Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

2
Judgements and key sources of estimation uncertainty

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

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 7 -
Key sources of estimation uncertainty

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

Deferred tax asset

The directors estimate the level of deferred tax asset to recognise in respect of carried forward trading losses by reference to the current level of profitability. In addition, future forecasts are reviewed to ensure this represents the minimum level expected over future years.

Intangible fixed assets

The directors estimate the useful life of intangible assets by reference to anticipated needs in the marketplace and ongoing software development.

3
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Total
32
29
4
Intangible fixed assets
Other
£
Cost
At 1 January 2024
3,756,850
Additions
500,213
At 31 December 2024
4,257,063
Amortisation and impairment
At 1 January 2024
3,137,302
Amortisation charged for the year
419,798
At 31 December 2024
3,557,100
Carrying amount
At 31 December 2024
699,963
At 31 December 2023
619,548
REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
5
Tangible fixed assets
Land and buildings
Plant and machinery etc
Website
Total
£
£
£
£
Cost
At 1 January 2024
5,605
145,338
106,305
257,248
Additions
-
0
18,146
-
0
18,146
Disposals
-
0
(2,063)
-
0
(2,063)
At 31 December 2024
5,605
161,421
106,305
273,331
Depreciation and impairment
At 1 January 2024
3,293
103,923
101,248
208,464
Depreciation charged in the year
940
22,990
2,537
26,467
Eliminated in respect of disposals
-
0
(745)
-
0
(745)
At 31 December 2024
4,233
126,168
103,785
234,186
Carrying amount
At 31 December 2024
1,372
35,253
2,520
39,145
At 31 December 2023
2,312
41,415
5,057
48,784
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
151,427
239,381
Other debtors
52,978
47,278
Prepayments and accrued income
111,250
101,433
315,655
388,092
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset
196,019
64,464
Total debtors
511,674
452,556
REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
7
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans
9
580,000
580,000
Trade creditors
223,478
70,450
Taxation and social security
154,346
161,533
Deferred income
136,323
159,533
Other creditors
60,691
60,123
Accruals
106,232
81,020
1,261,070
1,112,659
8
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Bank loans
9
890,857
1,430,672
9
Loans and overdrafts
2024
2023
£
£
Bank loans
1,470,857
2,010,672
Payable within one year
580,000
580,000
Payable after one year
890,857
1,430,672

The bank loan is secured by fixed and floating charges over all assets of the company present and future.

Under the terms of the finance facility, an up-front arrangement fee of £12,000 was payable on inception, in addition to a deferred arrangement fee of £84,000 payable on the earlier of either the completion of the loan or under certain trigger events. An amount of £50,857 (2023: £10,672) is included within bank loans payable after one year in respect of the recognition of these fees spread across the term of the finance facility under the effective interest method.

10
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

REG (UK) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Audit report information
(Continued)
- 10 -
Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss 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.

Senior Statutory Auditor:
Andrew Lawes MA MSc FCA
Statutory Auditor:
Mercer & Hole LLP
Date of audit report:
18 September 2025
11
Financial commitments, guarantees and contingent liabilities

A t the reporting period date, under the terms of the company's debt facility, a 1% transaction fee would be payable to the Senior Debt Provider, levied on the Initial Market Capitalisation, disposal proceeds, or share consideration, in the event of a qualifying listing, disposal, or change of control. The transaction fee applies on the amount that exceeds an agreed threshold amount in relation to the aforementioned qualifying events. The amount payable in respect of this transaction fee clause cannot be reliably determined as it is contingent on future transactions that cannot be reasonably determined. Similarly, the possibility and timing of their occurrence cannot be accurately determined. As such, the transaction fee has not been provided for in these financial statements as it does not meet the recognition criteria prescribed under section 21.4 of FRS 102.

12
Operating lease commitments
Lessee

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

2024
2023
£
£
77,750
262,450
2024-12-31 2024-01-01 false false false 18 September 2025 CCH Software CCH Accounts Production 2025.200 No description of principal activity Mr J Hanbury Mr M Phair Mr P Tasker Mr C Bourke Mr H Tilbury Ms C De Boucaud Truell 08279867 2024-01-01 2024-12-31 08279867 2024-12-31 08279867 2023-12-31 08279867 core:IntangibleAssetsOtherThanGoodwill 2024-12-31 08279867 core:IntangibleAssetsOtherThanGoodwill 2023-12-31 08279867 core:LandBuildings 2024-12-31 08279867 core:OtherPropertyPlantEquipment 2024-12-31 08279867 core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment 2024-12-31 08279867 core:LandBuildings 2023-12-31 08279867 core:OtherPropertyPlantEquipment 2023-12-31 08279867 core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment 2023-12-31 08279867 core:CurrentFinancialInstruments core:WithinOneYear 2024-12-31 08279867 core:CurrentFinancialInstruments core:WithinOneYear 2023-12-31 08279867 core:Non-currentFinancialInstruments core:AfterOneYear 2024-12-31 08279867 core:Non-currentFinancialInstruments core:AfterOneYear 2023-12-31 08279867 core:CurrentFinancialInstruments 2024-12-31 08279867 core:CurrentFinancialInstruments 2023-12-31 08279867 core:ShareCapital 2024-12-31 08279867 core:ShareCapital 2023-12-31 08279867 core:SharePremium 2024-12-31 08279867 core:SharePremium 2023-12-31 08279867 core:RetainedEarningsAccumulatedLosses 2024-12-31 08279867 core:RetainedEarningsAccumulatedLosses 2023-12-31 08279867 bus:Director4 2024-01-01 2024-12-31 08279867 core:IntangibleAssetsOtherThanGoodwill 2024-01-01 2024-12-31 08279867 core:ComputerSoftware 2024-01-01 2024-12-31 08279867 core:LeaseholdImprovements 2024-01-01 2024-12-31 08279867 core:PlantMachinery 2024-01-01 2024-12-31 08279867 core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment 2024-01-01 2024-12-31 08279867 2023-01-01 2023-12-31 08279867 core:IntangibleAssetsOtherThanGoodwill 2023-12-31 08279867 core:LandBuildings 2023-12-31 08279867 core:OtherPropertyPlantEquipment 2023-12-31 08279867 core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment 2023-12-31 08279867 2023-12-31 08279867 core:LandBuildings 2024-01-01 2024-12-31 08279867 core:OtherPropertyPlantEquipment 2024-01-01 2024-12-31 08279867 core:Non-currentFinancialInstruments 2024-12-31 08279867 core:Non-currentFinancialInstruments 2023-12-31 08279867 bus:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 08279867 bus:SmallCompaniesRegimeForAccounts 2024-01-01 2024-12-31 08279867 bus:FRS102 2024-01-01 2024-12-31 08279867 bus:Audited 2024-01-01 2024-12-31 08279867 bus:Director1 2024-01-01 2024-12-31 08279867 bus:Director2 2024-01-01 2024-12-31 08279867 bus:Director3 2024-01-01 2024-12-31 08279867 bus:Director5 2024-01-01 2024-12-31 08279867 bus:Director6 2024-01-01 2024-12-31 08279867 bus:FullAccounts 2024-01-01 2024-12-31 xbrli:pure xbrli:shares iso4217:GBP