ACCOUNTS - Final Accounts

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

Registered number: 12281035

WEDO DEVELOPMENTS LTD

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

WEDO DEVELOPMENTS LTD

COMPANY INFORMATION

Directors	P M Marques Vieira Dos Santos
	M Ricardo Monteiro
	A H M Antunes


Company secretary	Appleton Secretaries Limited


Registered number	12281035


Registered office	1st Floor
	8 Bridle Close
	Kingston Upon Thames
	Surrey
	KT1 2JW


Independent auditors	MHA
	Statutory Auditors
	6th Floor
	2 London Wall Place
	London
	EC2Y 5AU

WEDO DEVELOPMENTS LTD

CONTENTS

	Page
Group Strategic Report	1 - 3
Directors' Report	4 - 5
Independent Auditors' Report	6 - 9
Consolidated Statement of Comprehensive Income	10
Consolidated Balance Sheet	11
Company Balance Sheet	12
Consolidated Statement of Changes in Equity	13
Company Statement of Changes in Equity	14 - 15
Consolidated Statement of Cash Flows	16
Consolidated Analysis of Net Debt	17
Notes to the Financial Statements	18 - 33

WEDO DEVELOPMENTS LTD

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 OCTOBER 2024

Introduction

Wedo Developments Ltd is a private limited company incorporated in the United Kingdom, with its construction operational base in Angola and the procurement for those constructions’ projects being done in the United Kingdom and Portugal. The company operates in the construction and civil engineering sector, undertaking large-scale public infrastructure projects.
As of 31 October 2024, the company was engaged in five major construction contracts across Angola, demonstrating its strong positioning in the region’s infrastructure development sector.

Business review

The Company was actively engaged in the following five major projects during the reporting period:

Project Description	Location	Contract value
Construction of Paediatric Hospital	Huambo	€123,703,013.11
Construction of Paediatric Hospital	Benguela	€123,703,013.11
Construction of Paediatric Hospital	Huíla	€123,703,013.11
Rehabilitation and Assisted Operation of the Integrated Water Supply System	Benguela, Catumbela, Lobito, Baía Farta	$73,302,288.03
Integrated Infrastructure Development Plan	Luanda	$574,076,148.10

These projects reflect both the technical capacity and the operational scale of the company, positioning Wedo Developments as a trusted contractor in Angola’s national development agenda.
Our strategic objectives are as follows:

∙To establish Wedo Developments LTD as a leading construction company in Angola by successfully delivering high-impact public infrastructure projects.

∙To enhance our brand reputation and recognition in the Angolan market.

∙To gradually expand operations in the United Kingdom, laying the groundwork for future growth in the UK and broader international construction markets.

Page 1

WEDO DEVELOPMENTS LTD

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 OCTOBER 2024

Principal risks and uncertainties

The Board has identified the following key risks:

Country-specific operational risk	Currently operating in Angola presents challenges such as political, legal, and economic instability. We mitigate this through local partnerships and close monitoring of regulatory developments.
Foreign exchange risk	Contracts are in both EUR and USD, while some operating costs may be in local currency. The company monitors currency exposure and may implement hedging strategies when appropriate.
Project delivery risk	Large-scale infrastructure projects carry risks of delays and cost overruns. We manage this through robust project management, local expertise, and experienced technical teams.
Compliance risk	As a UK-registered company operating overseas, compliance with UK corporate governance as well as Angolan regulations is essential. We maintain internal controls and engage legal and tax advisers in both jurisdictions.
Concentration risk	Current operations are concentrated in Angola. The company’s strategy to expand in the UK aims to diversify geographic exposure over time.

Financial key performance indicators

The following KPIs will be used to assess performance:
Turnover: £40,554,969 (2023: £33,428,255)
Gross Profit: £21,011,043 (2023: £12,109,644)
Operating Profit: £22,183,352 (2023: £1,136,387)
Net Income/(Loss): (£1,283,071) (2023: £880,859)

Future Outlook
The Directors are confident in the company’s future prospects. The Angolan construction market continues to offer significant growth opportunities, particularly in public health, infrastructure, and utilities.
Additionally, steps are being taken to assess and develop opportunities in the UK market, such as the construction of Social Housing and Student Accommodation to expand and diversify the company’s operational footprint.

Page 2

WEDO DEVELOPMENTS LTD

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 OCTOBER 2024

Group non-financial and sustainability information statement

Wedo Developments Ltd is committed to responsible and sustainable business practices:

∙Environmental: Our construction sites follow waste management, energy usage, and emissions controls aligned with international standards.

∙Social: We prioritise hiring and training local staff, contributing to local employment and skills development.

∙Governance: The company is governed by UK corporate standards and is implementing transparent reporting and oversight procedures in both Angola and the United Kingdom.

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

A H M Antunes

Director

Date: 31 October 2025

Page 3

WEDO DEVELOPMENTS LTD

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 OCTOBER 2024

The directors present their report and the financial statements for the year ended 31 October 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 the Group and of the profit or loss of the Group for that period.

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

∙select suitable accounting policies for the Group's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Directors

The directors who served during the year were:

P M Marques Vieira Dos Santos

M Ricardo Monteiro

A H M Antunes

Greenhouse gas emissions, energy consumption and energy efficiency action

The Group has not disclosed information in respect of greenhouse gas emissions, energy consumption and energy efficiency action as its energy consumption in the United Kingdom for the year is 40,000kWh or lower.

Disclosure of information to auditors

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 and the Group's auditors are 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 and the Group's auditors are aware of that information.

Page 4

WEDO DEVELOPMENTS LTD

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 OCTOBER 2024

Auditors

The auditors, MHA, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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

A H M Antunes

Director

Date: 31 October 2025

Page 5

WEDO DEVELOPMENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WEDO DEVELOPMENTS LTD

Opinion

We have audited the financial statements of Wedo Developments Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 October 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 October 2024 and of the Group's profit for the year then ended;

∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

∙have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 Group's or the 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.

Page 6

WEDO DEVELOPMENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WEDO DEVELOPMENTS LTD (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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.

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 Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

∙the parent Company financial statements are not in agreement with the accounting records and returns; or

∙certain disclosures of directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit.

Page 7

WEDO DEVELOPMENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WEDO DEVELOPMENTS LTD (CONTINUED)

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' 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 Group 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:

∙Enquiry of management and those charged with governance around actual and potential litigation and claims;

∙Enquiry of entity staff to identify any instances of non-compliance with laws and regulations;

∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;

∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

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 Auditors' Report.

Page 8

WEDO DEVELOPMENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WEDO DEVELOPMENTS LTD (CONTINUED)

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 Auditors' 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.

Neil Stern FCA (Senior Statutory Auditor)

for and on behalf of

MHA

Statutory Auditors

31 October 2025

MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542).

Page 9

WEDO DEVELOPMENTS LTD

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 OCTOBER 2024

	2024	2023
Note	£	£


Turnover	4	40,554,969	33,428,255
Cost of sales		(19,543,926)	(21,318,611)
Gross profit		21,011,043	12,109,644
Administrative expenses		1,172,309	(10,973,257)
Operating profit	5	22,183,352	1,136,387
Interest payable and similar expenses	9	(19,560,310)	-
Profit before tax		2,623,042	1,136,387
Tax on profit	10	(3,906,113)	(255,528)
(Loss)/profit for the financial year		(1,283,071)	880,859

Other comprehensive income for the year
Foreign exchange reserve	(251)	-
Other comprehensive income for the year	(251)	-
Total comprehensive income for the year	(1,283,322)	880,859

Profit for the year attributable to:
Owners of the parent company	1,283,071	(880,859)
	1,283,071	(880,859)

There were no recognised gains and losses for 2024 or 2023 other than those included in the consolidated statement of comprehensive income.

The notes on pages 18 to 33 form part of these financial statements.

Page 10

WEDO DEVELOPMENTS LTD

REGISTERED NUMBER: 12281035

CONSOLIDATED BALANCE SHEET

AS AT 31 OCTOBER 2024

		2024		2023
Note		£		£

Fixed assets
Intangible assets	11		198,660		-
Tangible assets	12		465,451		453,300
			664,111		453,300
Current assets
Stocks	14	319,140		-
Debtors: amounts falling due within one year	15	161,405,457		61,114,486
Cash at bank and in hand	16	691,394		46,993
		162,415,991		61,161,479
Creditors: amounts falling due within one year	17	(163,644,196)		(60,870,355)
Net current (liabilities)/assets			(1,228,205)		291,124
Total assets less current liabilities			(564,094)		744,424
Net (liabilities)/assets			(564,094)		744,424

Capital and reserves
Called up share capital	18	100	100
Foreign exchange reserve	19	(251)	-
Profit and loss account	19	(563,943)	744,324
		(564,094)	744,424

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 31 October 2025.

A H M Antunes	P M Marques Vieira Dos Santos
Director	Director

The notes on pages 18 to 33 form part of these financial statements.

Page 11

WEDO DEVELOPMENTS LTD

REGISTERED NUMBER: 12281035

COMPANY BALANCE SHEET

AS AT 31 OCTOBER 2024

		2024		2023
Note		£		£

Fixed assets
Tangible assets	12		452,630		453,300
Investments	13		144,040		-
			596,670		453,300
Current assets
Debtors: amounts falling due within one year	15	159,394,321		61,114,486
Cash at bank and in hand	16	460,246		46,993
		159,854,567		61,161,479
Creditors: amounts falling due within one year		(160,853,734)		(60,870,355)
Net current (liabilities)/assets			(999,167)		291,124
Total assets less current liabilities			(402,497)		744,424


Net (liabilities)/assets			(402,497)		744,424

Capital and reserves
Called up share capital	18	100	100
Profit and loss account carried forward		(402,597)	744,324
		(402,497)	744,424

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 31 October 2025.

A H M Antunes	P M Marques Vieira Dos Santos
Director	Director

The notes on pages 18 to 33 form part of these financial statements.

Page 12

WEDO DEVELOPMENTS LTD

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 OCTOBER 2024

	Called up share capital	Foreign exchange reserve	Profit and loss account	Total equity
	£	£	£	£
At 1 November 2023	100	-	744,324	744,424
Comprehensive income for the year
Loss for the year	-	-	(1,283,071)	(1,283,071)
Taxation in respect of items of other comprehensive income	-	-	(25,196)	(25,196)
Foreign exchange reserve	-	(251)	-	(251)
Other comprehensive income for the year	-	(251)	(25,196)	(25,447)
Total comprehensive income for the year	-	(251)	(1,308,267)	(1,308,518)
At 31 October 2024	100	(251)	(563,943)	(564,094)

The notes on pages 18 to 33 form part of these financial statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 OCTOBER 2023

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 November 2022	100	(136,535)	(136,435)
Comprehensive income for the year
Profit for the year	-	880,859	880,859
Total comprehensive income for the year	-	880,859	880,859
At 31 October 2023	100	744,324	744,424

The notes on pages 18 to 33 form part of these financial statements.

Page 13

WEDO DEVELOPMENTS LTD

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 OCTOBER 2024

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 November 2023	100	744,324	744,424
Comprehensive income for the year
Loss for the year	-	(1,146,921)	(1,146,921)
Total comprehensive income for the year	-	(1,146,921)	(1,146,921)
At 31 October 2024	100	(402,597)	(402,497)

The notes on pages 18 to 33 form part of these financial statements.

Page 14

WEDO DEVELOPMENTS LTD

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 OCTOBER 2023

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 November 2022	100	(136,535)	(136,435)
Comprehensive income for the year
Profit for the year	-	880,859	880,859
Total comprehensive income for the year	-	880,859	880,859
At 31 October 2023	100	744,324	744,424

The notes on pages 18 to 33 form part of these financial statements.

Page 15

WEDO DEVELOPMENTS LTD

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 OCTOBER 2024

			2024	2023
			£	£

Cash flows from operating activities
Profit for the financial year	(1,283,071)	880,859
Adjustments for:
Depreciation of tangible assets	4,597	203
Interest paid	19,560,310	-
Taxation charge	3,906,113	255,528
(Increase)/decrease in stocks	(319,140)	-
(Increase) in debtors	(100,316,259)	(42,942,502)
Increase in creditors	100,800,535	35,747,797
Corporation tax received/(paid)	-	(46,030)
Foreign exchange reserve	(251)	-
Net cash generated from operating activities	22,352,834	(6,104,145)

Cash flows from investing activities
Purchase of intangible fixed assets	(198,660)	-
Purchase of tangible fixed assets	(16,656)	(2,379)
Net cash from investing activities	(215,316)	(2,379)
Cash flows from financing activities
Other new loans	-	6,082,608
Repayment of other loans	(1,932,807)	-
Interest paid	(19,560,310)	-
Net cash used in financing activities	(21,493,117)	6,082,608
Net increase/(decrease) in cash and cash equivalents	644,401	(23,916)
Cash and cash equivalents at beginning of year	46,993	70,909
Cash and cash equivalents at the end of year	691,394	46,993

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	691,394	46,993
	691,394	46,993

The notes on pages 18 to 33 form part of these financial statements.

Page 16

WEDO DEVELOPMENTS LTD

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE YEAR ENDED 31 OCTOBER 2024


At 1 November 2023	Cash flows	At 31 October 2024
£	£	£

Cash at bank and in hand	46,993	644,401	691,394
Debt due within 1 year	(6,655,348)	1,932,622	(4,722,726)
	(6,608,355)	2,577,023	(4,031,332)

The notes on pages 18 to 33 form part of these financial statements.

Page 17

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

1.	General information

Wedo Developments Ltd is a private company, limited by shares, incorporated in England and Wales, registered number 12281035. The registered office is 1st Floor, 8 Brindle Close, Kingston Upon Thames, Surrey, KT1 2JW.
The principal activity of the company is that of project management.
The financial statements are rounded to the nearest pound sterling.
The significant accounting policies applied in the presentation of these financial statements are set out below.

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 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

Page 18

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 November 2023.

First-time consolidation and comparatives
During the year, the Group acquired two subsidiaries: Venture Vanguard, UNIP. LDA and Wedo Developments Angola Branch. As a result, these financial statements represent the first consolidated financial statements of the Group.
As these entities were not part of the Group in the prior year, the comparative figures presented as at and for the year ended 31 October 2023 are based on the standalone financial statements of the Parent Company and hence are not directly comparable with the current year’s figures.

2.3

Going concern

The financial statements have been prepared on a going concern basis. The group had net liabilities of £564,094 (2023: £744,424 net assets) at the balance sheet date. The directors have considered the going concern of the Company for at least 12 months from the date of approval of the financial statements. The directors have considered economic conditions whilst reviewing forecasts, budgets and assessing the potential future impact on the business. Based on these assessments and having regards to the resources available to the entity, the directors have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the Annual report and accounts.

2.4

Foreign currency translation

Functional and presentation currency

The Company's functional currency is AOA. This differs from the presentational currency which is GBP. The reason for the difference is that the major projects underway are all taking place in Angola.

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

Page 19

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.4

Foreign currency translation (continued)

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 except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Group will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

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

2.6

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.

2.7

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 20

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

2.9

Taxation

Tax is recognised in profit or loss 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.

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 and the Group operate and generate income.

2.10

Tangible fixed assets

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.

Land is not depreciated. Depreciation on other assets is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Office 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.

Page 21

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

2.12

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.14

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

2.15

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.16

Financial instruments

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 Balance Sheet when the Group becomes party to the contractual provisions of the instrument.

Page 22

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.16

Financial instruments (continued)

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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Basic 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 Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Page 23

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the Company's accounting policies, which are described, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

	Sales	40,554,969	33,428,255

Analysis of turnover by country of destination:

					2024	2023
					£	£

	Angola	40,554,969	33,428,255

Exchange differences

(2,505,109)

185,052

Page 24

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements	25,000	20,000
Taxation compliance services	2,250	2,000
Preparation of the consolidated and parent Company's financial statements	2,750	2,500
Bookkeeping and all other non-audit services not included above	12,870	12,870

7.	Employees
	Staff costs, including directors' remuneration, were as follows:

Group	Group	Company	Company
2024	2023	2024	2023
£	£	£	£


Wages and salaries	118,315	33,018	51,052	33,018
Social security costs	17,215	3,908	1,708	3,908
Cost of defined contribution scheme	447	-	447	-
	135,977	36,926	53,207	36,926

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

	Group	Group	Company	Company
	2024	2023	2024	2023
	No.	No.	No.	No.

Staff	3	3	3	3

8.	Directors' remuneration
		2024	2023
		£	£

	Directors' emoluments	14,636	-

During the year retirement benefits were accruing to no directors (2023: Nil) in respect of defined contribution pension schemes.

Page 25

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

9.	Interest payable and similar expenses
		2024	2023
		£	£

Other loan interest payable

19,560,310

Corporation tax
Current tax on profits for the year	3,906,113	255,528

Total current tax	3,906,113	255,528

	Deferred tax
	Total deferred tax	-	-


		3,906,113	255,528

Page 26

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

10.Taxation (continued)

Profit on ordinary activities before tax

2,623,042

1,136,387

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 22.5%)	654,802	255,528
Effects of:
Non-tax deductible amortisation of goodwill and impairment	47,397	-
Capital allowances for year in excess of depreciation	(12,151)	-
Adjustment for non tax deductible loan interest	3,216,065	-
Total tax charge for the year	3,906,113	255,528

Page 27

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

10.Taxation (continued)

Factors that may affect future tax charges

In the Spring Budget 2021, the UK Government announced that from 1 April 2023 the corporation tax rate would increase to 25% (rather than remaining at 19%, as previously enacted). This new law was substantively enacted on 24 May 2021. Deferred taxes at the balance sheet date have been measured using these enacted tax rates and reflected in these financials statements.

11.	Intangible assets
	Group and Company

		Other intangible assets
		£
	Cost
	Additions	198,660
	At 31 October 2024	198,660

	Net book value
	At 31 October 2024	198,660
	At 31 October 2023	-

Page 28

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

12.	Tangible fixed assets
	Group

	Building Land	Office equipment	Total
	£	£	£
Cost or valuation
At 1 November 2023	451,124	2,379	453,503
Additions	-	16,656	16,656
At 31 October 2024	451,124	19,035	470,159
Depreciation
At 1 November 2023	-	203	203
Charge for the year on owned assets	-	4,505	4,505
At 31 October 2024	-	4,708	4,708
Net book value
At 31 October 2024	451,124	14,327	465,451
At 31 October 2023	451,124	2,176	453,300

Page 29

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

12.Tangible fixed assets (continued)

	Company

	Building Land	Office equipment	Total
	£	£	£
Cost or valuation
At 1 November 2023	451,124	2,379	453,503
At 31 October 2024	451,124	2,379	453,503
Depreciation
At 1 November 2023	-	203	203
Charge for the year on owned assets	-	670	670
At 31 October 2024	-	873	873
Net book value
At 31 October 2024	451,124	1,506	452,630
At 31 October 2023	451,124	2,176	453,300

13.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	Additions	144,040
	At 31 October 2024	144,040

Page 30

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

Subsidiary undertaking
The following was a subsidiary undertaking of the Company:
Name	Registered office	Class of shares	Holding

Venture Vanguard,
UNIP. LDA

Rua das Dificuldades, No. 11, 9050-015 Funchal

Ordinary

100%

	The aggregate of the share capital and reserves as at 31 October 2024 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:
	Name	Aggregate of share capital and reserves	Profit/(Loss)

Venture Vanguard,
UNIP. LDA

133,547

51,067

14.	Stocks
		Group	Group
		2024	2023
		£	£

Stocks	319,140	-
	319,140	-

15.

Debtors

Group	Group	Company	Company
2024	2023	2024	2023
£	£	£	£


Trade debtors	70,588,450	1,050,748	69,253,448	1,050,748
Other debtors	35,584	12,473	15,630	12,473
Called up share capital not paid	100	100	100	100
Prepayments and accrued income	90,781,323	60,051,165	90,125,143	60,051,165
	161,405,457	61,114,486	159,394,321	61,114,486

Page 31

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

16.	Cash and cash equivalents
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

	Cash at bank and in hand	691,394	46,993	460,246	46,993

17.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Other loans	4,721,592	6,654,399	4,721,592	6,654,399
Trade creditors	6,015,292	7,685,318	5,484,689	7,685,318
Corporation tax	4,161,641	255,528	4,161,641	255,528
Other taxation and social security	1,840,727	(10,850)	1,834,608	(10,850)
Other creditors	19,913,243	949	19,561,444	949
Accruals and deferred income	126,991,701	46,285,011	125,089,760	46,285,011
	163,644,196	60,870,355	160,853,734	60,870,355

18.	Share capital
		2024	2023
		£	£

Allotted, called up and fully paid

100 (2023 - 100) Ordinary shares of £1.00 each	100	100

19.

Reserves

Foreign exchange reserve

Foreign exchange reserve comprises of translation differences arising from the translation of the financial
statements of the group's foreign entity into sterling.

Profit and loss account

Profit and loss includes all current and prior periods retained profit.

Page 32

WEDO DEVELOPMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024

20.	Contingent liabilities

At 31 October 2024, the Company had entered into an agreement to purchase the entire share capital of a subsidiary undertaking. Under the terms of the purchase agreement, if the Company defaults on completion or fails to fulfil certain contractual obligations, it may be required to pay a penalty amounting to 10% of the total purchase price.
The total potential liability under this arrangement amounts to £18,134,192.
As the occurrence of any default is not considered probable, and the Company expects to meet all obligations under the purchase agreement, no provision has been recognised in these financial statements. This amount has therefore been disclosed as a contingent liability.
Management continues to monitor the position, and no events have occurred subsequent to the reporting date which would indicate that a provision should be recognised.

21.	Capital commitments
	At 31 October 2024 the Group and Company had capital commitments as follows:
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Purchase of subsidiary company contracted for but not provided in these financial statements

161,781,616

22.	Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £447 (2023 - £Nil). Contributions totalling £185 (2023 - £nil) were payable to the fund at the balance sheet date and are included in other creditors.

23.	Related party transactions
	As at 31 October 2024 the Group owed £949 (2023: £949) to Mr Pedro Miguel Marques Vieira DOS Santos, a director and shareholder of the company.

24.	Controlling party

The directors consider that the ultimate controlling parties of the Group are Mr Antonio Henrique Marques Antunes and Mr Pedro Miguel Marques Vieira DOS Santos, by virtue of their shareholdings.

Page 33