| REGISTERED NUMBER: 05530440 (England and Wales) |
| WCBS GROUP LIMITED |
| Group Strategic Report, |
| Report of the Directors and |
| Consolidated Financial Statements |
| for the Year Ended 31 August 2025 |
| REGISTERED NUMBER: 05530440 (England and Wales) |
| WCBS GROUP LIMITED |
| Group Strategic Report, |
| Report of the Directors and |
| Consolidated Financial Statements |
| for the Year Ended 31 August 2025 |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Contents of the Consolidated Financial Statements |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 5 |
| Consolidated Income Statement | 8 |
| Consolidated Other Comprehensive Income | 9 |
| Consolidated Balance Sheet | 10 |
| Company Balance Sheet | 11 |
| Consolidated Statement of Changes in Equity | 12 |
| Company Statement of Changes in Equity | 13 |
| Consolidated Cash Flow Statement | 14 |
| Notes to the Consolidated Cash Flow Statement | 15 |
| Notes to the Consolidated Financial Statements | 16 |
| WCBS GROUP LIMITED |
| Company Information |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditor |
| Elfed House |
| Oak Tree Court |
| Cardiff Gate Business Park |
| CARDIFF |
| County of Cardiff |
| CF23 8RS |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Group Strategic Report |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| The directors present their strategic report of the company and the group for the year ended 31 August 2025. |
| REVIEW OF BUSINESS |
| As at 31 August 2025, the Group's financial arrangements consisted a right of set off across all of the groups bank accounts, to benefit from the cyclical nature of various subsidiary companies, and Government backed pandemic related term loans totalling £8k at year end. |
| The Group's forecasts and projections, taking account of reasonably possible changes in trading performance show that the Group will be able to operate within the level of its facilities for a forecast period of at least 12 months from the approval date of these financial statements. Accordingly, the Group continues to adopt the going concern basis in preparing its consolidated financial statements. |
| The uncertainty as to any future impact on the Group of the current economic climate has been considered as part of the Group's adoption of the going concern basis. The Board has revisited its forecast for the 12-month period ending December 2026 and has concluded that the Group has sufficient financial resources during this period to conclude that the business remains a going concern. |
| The resilience of the business is underpinned by a large proportion of the groups revenue being generated by recurring software maintenance revenue with customers who provide services in the education sector and who will continue to trade throughout any economic uncertainty. |
| Our business planning and mitigating activities have been driven by our key priorities during the current period of economic uncertainty - having flexibility to respond to the needs of the customers and staff. As part of our business planning and mitigating activities, we monitor activities daily in order to form business decisions to achieve those priorities., We are confident that, we can take sufficient mitigation action to ensure that our cash resources remain sufficient over the forecast period. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| Global economy |
| In common with most companies across all sectors, the ripple effect of the uncertainties in the Global markets and in Europe regarding Coronavirus and the Ukraine war represents a challenge. However, market share and customer retention remain strong. |
| Technology |
| Continuing to offer relevant and reliable solutions to the sector we operate in, remains a key strategic consideration. Processes are in place to ensure we continue to offer our sector leading edge solutions through developing our own next generation solutions as well as developing key partnerships and considering appropriate technical acquisitions. |
| Interest rate risk |
| The Group finances its operations through a mixture of retained profits, intercompany accounts and bank borrowings. The Group's exposure to interest rate fluctuations on its borrowings is managed on a Group basis by the use of fixed and floating charges. |
| Liquidity risk |
| The Group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. Primarily this is achieved through intercompany accounts or through loans arranged at Group level. |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Group Strategic Report |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| FUTURE DEVELOPMENTS |
| The group continues to develop its product offering to support the education sector and looks forward to the future with confidence. |
| FINANCIAL KEY PERFORMANCE INDICATORS |
| The directors use many performance indicators, both financial and non-financial, to monitor the group's position. These include, but are not limited to revenue, margin, cash flow, measured monthly against budgets and forecasts. In addition, many of our teams employ agile - methodologies which allows us to clearly monitor performance and progress toward agreed business objectives. We report a gross profit margin of 74% this year which is a decrease on the prior year margin of 75%. |
| ON BEHALF OF THE BOARD: |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Report of the Directors |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| The directors present their report with the financial statements of the company and the group for the year ended 31 August 2025. |
| PRINCIPAL ACTIVITY |
| The principal activity of the group in the year under review was that of software development |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 August 2025. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 September 2024 to the date of this report. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 and then apply them consistently; |
| - | make judgements 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 company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and 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. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
| AUDITORS |
| MHA will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| WCBS Group Limited |
| Opinion |
| We have audited the financial statements of WCBS Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the group's and of the parent company affairs as at 31 August 2025 and of the group's 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. |
| 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 UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the 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 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. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Report of the Independent Auditors to the Members of |
| WCBS Group Limited |
| 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 Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept 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. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 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 |
| 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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud is detailed below: |
| - | 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 minutes of meetings of those charged with governance |
| - | Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. |
| Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. |
| A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/Our-Work/Audit/Audit-andassurance/Standards-and-guidance/Standards-and-guidance-for-auditors/A uditors-responsibilities-for-audit/Description-of-auditors-responsibilities-for-audit.aspx. This description forms part of our auditor's report. |
| Report of the Independent Auditors to the Members of |
| WCBS Group Limited |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Elfed House |
| CARDIFF |
| CF23 8RS |
| MHA is the trading name of MHA Audit Services LLP, a limited liability |
| partnership in England and Wales (registered number OC455542) |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Consolidated Income Statement |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| TURNOVER | 3 | 3,911,535 | 3,899,981 |
| Cost of sales | (998,779 | ) | (987,730 | ) |
| GROSS PROFIT | 2,912,756 | 2,912,251 |
| Administrative expenses | (3,263,968 | ) | (4,098,136 | ) |
| OPERATING LOSS | 5 | (351,212 | ) | (1,185,885 | ) |
| Interest payable and similar expenses | 6 | (4,863 | ) | (3,655 | ) |
| LOSS BEFORE TAXATION | (356,075 | ) | (1,189,540 | ) |
| Tax on loss | 7 | - | 109,050 |
| LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
| Loss attributable to: |
| Owners of the parent | (356,075 | ) | (1,080,490 | ) |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Consolidated Other Comprehensive Income |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| LOSS FOR THE YEAR | (356,075 | ) | (1,080,490 | ) |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(356,075 |
) |
(1,080,490 |
) |
| Total comprehensive income attributable to: |
| Owners of the parent | (356,075 | ) | (1,080,490 | ) |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Consolidated Balance Sheet |
| 31 AUGUST 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 9 | - | - |
| Tangible assets | 10 | 49,888 | 51,708 |
| Investments | 11 | - | - |
| 49,888 | 51,708 |
| CURRENT ASSETS |
| Debtors | 12 | 3,896,087 | 4,751,576 |
| Cash at bank and in hand | 6,427 | 10,631 |
| 3,902,514 | 4,762,207 |
| CREDITORS |
| Amounts falling due within one year | 13 | (9,088,176 | ) | (9,584,835 | ) |
| NET CURRENT LIABILITIES | (5,185,662 | ) | (4,822,628 | ) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
(5,135,774 |
) |
(4,770,920 |
) |
| CREDITORS |
| Amounts falling due after more than one year | 14 | - | (8,779 | ) |
| NET LIABILITIES | (5,135,774 | ) | (4,779,699 | ) |
| CAPITAL AND RESERVES |
| Called up share capital | 17 | 100 | 100 |
| Retained earnings | (5,135,874 | ) | (4,779,799 | ) |
| SHAREHOLDERS' FUNDS | (5,135,774 | ) | (4,779,699 | ) |
| The financial statements were approved by the Board of Directors and authorised for issue on 12 December 2025 and were signed on its behalf by: |
| J N Harrison - Director |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Company Balance Sheet |
| 31 AUGUST 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 9 |
| Tangible assets | 10 |
| Investments | 11 |
| CURRENT ASSETS |
| Debtors | 12 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 13 | ( |
) | ( |
) |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 17 |
| Retained earnings |
| SHAREHOLDERS' FUNDS |
| Company's profit for the financial year | - | - |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Consolidated Statement of Changes in Equity |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 September 2023 | 100 | (3,699,309 | ) | (3,699,209 | ) |
| Changes in equity |
| Total comprehensive income | - | (1,080,490 | ) | (1,080,490 | ) |
| Balance at 31 August 2024 | 100 | (4,779,799 | ) | (4,779,699 | ) |
| Changes in equity |
| Total comprehensive income | - | (356,075 | ) | (356,075 | ) |
| Balance at 31 August 2025 | 100 | (5,135,874 | ) | (5,135,774 | ) |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Company Statement of Changes in Equity |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 September 2023 |
| Changes in equity |
| Balance at 31 August 2024 |
| Changes in equity |
| Balance at 31 August 2025 |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Consolidated Cash Flow Statement |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 246,980 | (851,715 | ) |
| Interest paid | (4,863 | ) | (3,655 | ) |
| Tax paid | 109,050 | 350,186 |
| Net cash from operating activities | 351,167 | (505,184 | ) |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | (9,601 | ) | - |
| Net cash from investing activities | (9,601 | ) | - |
| Cash flows from financing activities |
| Loan repayments in year | (10,289 | ) | (10,034 | ) |
| Amount introduced by group | - | 12,219 |
| Amount withdrawn by group | (6,087 | ) | - |
| Net cash from financing activities | (16,376 | ) | 2,185 |
| Increase/(decrease) in cash and cash equivalents | 325,190 | (502,999 | ) |
| Cash and cash equivalents at beginning of year |
2 |
(805,360 |
) |
(302,361 |
) |
| Cash and cash equivalents at end of year | 2 | (480,170 | ) | (805,360 | ) |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Cash Flow Statement |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 2025 | 2024 |
| £ | £ |
| Loss before taxation | (356,075 | ) | (1,189,540 | ) |
| Depreciation charges | 11,421 | 12,928 |
| Finance costs | 4,863 | 3,655 |
| (339,791 | ) | (1,172,957 | ) |
| Decrease in trade and other debtors | 746,439 | 215,345 |
| (Decrease)/increase in trade and other creditors | (159,668 | ) | 105,897 |
| Cash generated from operations | 246,980 | (851,715 | ) |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 August 2025 |
| 31/8/25 | 1/9/24 |
| £ | £ |
| Cash and cash equivalents | 6,427 | 10,631 |
| Bank overdrafts | (486,597 | ) | (815,991 | ) |
| (480,170 | ) | (805,360 | ) |
| Year ended 31 August 2024 |
| 31/8/24 | 1/9/23 |
| £ | £ |
| Cash and cash equivalents | 10,631 | 20,006 |
| Bank overdrafts | (815,991 | ) | (322,367 | ) |
| (805,360 | ) | (302,361 | ) |
| 3. | ANALYSIS OF CHANGES IN NET DEBT |
| At 1/9/24 | Cash flow | At 31/8/25 |
| £ | £ | £ |
| Net cash |
| Cash at bank and in hand | 10,631 | (4,204 | ) | 6,427 |
| Bank overdrafts | (815,991 | ) | 329,394 | (486,597 | ) |
| (805,360 | ) | 325,190 | (480,170 | ) |
| Debt |
| Debts falling due within 1 year | (10,289 | ) | 1,510 | (8,779 | ) |
| Debts falling due after 1 year | (8,779 | ) | 8,779 | - |
| (19,068 | ) | 10,289 | (8,779 | ) |
| Total | (824,428 | ) | 335,479 | (488,949 | ) |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 1. | STATUTORY INFORMATION |
| WCBS Group Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| 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 FRS102, the group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS102, being 1 September 2015. |
| Going concern |
| WCBS Group Limited is part of a group treasury function, headed up by its ultimate parent Westleigh Investments Holdings Limited. Due to not having its own funding facility, WCBS Group Limited and its subsidiaries are reliant on the support of the parent and its shareholders to continue as a going concern. |
| As at 31 August 2025, the consolidated Balance Sheet is showing net liabilities of £5,135,774 (2024: £4,779,699). After making enquiries and reviewing forecasts to 31 December 2026, the Directors have a reasonable expectation that the company and the group have adequate resources to continue in operational existence for the foreseeable future. |
| In addition, although not legally obliged, the directors have confirmed that they will continue to financially support the group, throughout the going concern period to meet liabilities as they fall due. Accordingly, they continue to adopt the going concern basis in preparing the annual report and financial statements. |
| Critical accounting judgements and key sources of estimation uncertainty |
| Many of the amounts included in the financial statements involve the use of judgement and/or estimation. These judgements and estimates are based on management's best knowledge of the relevant facts and circumstances, having regards to prior experience, but actual results may differ from the amounts included in the financial statements. Information about such judgements and estimation is contained in the accounting policies and/or the notes to the financial statements. |
| The areas where the directors consider there to be significant areas of judgements or estimation are: |
| Going concern |
| The directors exercise judgement when preparing and reviewing forecasts, and considering whether the company is a going concern. |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Turnover |
| Turnover comprises revenue recognised by the Group in respect of goods and services supplied during the year, exclusive of Value Added Tax and trade discounts. |
| Software sales are recognised in the period in which the software is installed. Hardware sales are recognised in the period in which the hardware is delivered. |
| Software maintenance income is invoiced periodically in advance. It is held as deferred income in the balance sheet and released to turnover on a straight line basis over the period to which it relates. |
| An element of training income is invoiced in advance and released to turnover on delivery of service. |
| Turnover from recruitment fees is recognised on the date the offer is formally accepted by a candidate. A provision is made against sales for possible cancellation of placements prior to, or after, the commencement of employment. |
| Goodwill |
| Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer's interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill was amortised on a straight line basis to the Consolidated Income Statement over its useful economic life. |
| 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. |
| At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of the its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount. |
| Depreciation is provided on the following basis: |
| Fixtures and fittings | 2 to 6 years |
| Office equipment | 3 to 6 years |
| 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. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Research and development |
| Expenditure on research and development is written off in the year in which it is incurred. |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| Hire purchase and leasing commitments |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
| Pension costs and other post-retirement benefits |
| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
| Finance costs |
| Finance costs are charged to the Consolidated Income Statement 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. |
| Borrowing costs |
| All borrowing costs are recognised in profit or loss in the year in which they are incurred. |
| 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. |
| 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. |
| 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. |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 3. | TURNOVER |
| The turnover and loss before taxation are attributable to the one principal activity of the group. |
| An analysis of turnover by geographical market is given below: |
| 2025 | 2024 |
| £ | £ |
| United Kingdom | 3,895,601 | 3,895,081 |
| Rest of the world | 15,934 | 4,900 |
| 3,911,535 | 3,899,981 |
| 4. | EMPLOYEES AND DIRECTORS |
| 2025 | 2024 |
| £ | £ |
| Wages and salaries | 2,127,565 | 2,528,843 |
| Social security costs | 252,413 | 264,152 |
| Other pension costs | 72,926 | 90,213 |
| 2,452,904 | 2,883,208 |
| The average number of employees during the year was as follows: |
| 2025 | 2024 |
| Management | 5 | 8 |
| Administration | 3 | 1 |
| Development and products | 17 | 20 |
| Sales and marketing | 4 | 6 |
| Service and support | 15 | 23 |
| The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2024 - NIL). |
| 2025 | 2024 |
| £ | £ |
| Directors' remuneration | 91,746 | 100,800 |
| Directors' pension contributions to money purchase schemes | 3,397 | 4,000 |
| 5. | OPERATING LOSS |
| The operating loss is stated after charging/(crediting): |
| 2025 | 2024 |
| £ | £ |
| Other operating leases | 31,412 | 31,868 |
| Depreciation - owned assets | 11,421 | 12,928 |
| Auditors' remuneration | 22,500 | 21,150 |
| Foreign exchange differences | 176 | (40 | ) |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 2025 | 2024 |
| £ | £ |
| HMRC late payment interest | 4,863 | 3,655 |
| 7. | TAXATION |
| Analysis of the tax credit |
| The tax credit on the loss for the year was as follows: |
| 2025 | 2024 |
| £ | £ |
| Current tax: |
| UK corporation tax | - | (109,050 | ) |
| Tax on loss | - | (109,050 | ) |
| UK corporation tax was charged at 25 %) in 2024. |
| Reconciliation of total tax credit included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2025 | 2024 |
| £ | £ |
| Loss before tax | (356,075 | ) | (1,189,540 | ) |
| Loss multiplied by the standard rate of corporation tax in the UK of 25 % (2024 - 25 %) |
(89,019 |
) |
(297,385 |
) |
| Effects of: |
| Expenses not deductible for tax purposes | - | 346 |
| Fixed asset timing differences | (72,495 | ) | 9,317 |
| rates |
| R&D tax credit refund |
| Adjustment in R&D tax credit | - | (109,050 | ) |
| corporation tax rate |
| Tax losses arising | 161,514 | 287,722 |
| Total tax credit | - | (109,050 | ) |
| 8. | INDIVIDUAL INCOME STATEMENT |
| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 9. | INTANGIBLE FIXED ASSETS |
| Group |
| Goodwill |
| £ |
| COST |
| At 1 September 2024 |
| and 31 August 2025 | 3,460,059 |
| AMORTISATION |
| At 1 September 2024 |
| and 31 August 2025 | 3,460,059 |
| NET BOOK VALUE |
| At 31 August 2025 | - |
| At 31 August 2024 | - |
| 10. | TANGIBLE FIXED ASSETS |
| Group |
| Fixtures |
| and | Computer |
| Fittings | equipment | Totals |
| £ | £ | £ |
| COST |
| At 1 September 2024 | 96,273 | 271,769 | 368,042 |
| Additions | - | 9,601 | 9,601 |
| At 31 August 2025 | 96,273 | 281,370 | 377,643 |
| DEPRECIATION |
| At 1 September 2024 | 82,544 | 233,790 | 316,334 |
| Charge for year | 2,746 | 8,675 | 11,421 |
| At 31 August 2025 | 85,290 | 242,465 | 327,755 |
| NET BOOK VALUE |
| At 31 August 2025 | 10,983 | 38,905 | 49,888 |
| At 31 August 2024 | 13,729 | 37,979 | 51,708 |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 11. | FIXED ASSET INVESTMENTS |
| Group |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 September 2024 |
| and 31 August 2025 | 616,309 |
| PROVISIONS |
| At 1 September 2024 |
| and 31 August 2025 | 616,309 |
| NET BOOK VALUE |
| At 31 August 2025 | - |
| At 31 August 2024 | - |
| Company |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 September 2024 |
| and 31 August 2025 |
| NET BOOK VALUE |
| At 31 August 2025 |
| At 31 August 2024 |
| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Subsidiaries |
| Registered office: Landmark House, Wirrall Park Road, Glastonbury, Somerset, BA6 9FR |
| Nature of business: |
| % |
| Class of shares: | holding |
| Registered office: Landmark House, Wirrall Park Road, Glastonbury, Somerset, BA6 9FR |
| Nature of business: |
| % |
| Class of shares: | holding |
| * Indirect subsidiary |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 11. | FIXED ASSET INVESTMENTS - continued |
| Registered office: Landmark House, Wirrall Park Road, Glastonbury, Somerset, BA6 9FR |
| Nature of business: |
| % |
| Class of shares: | holding |
| * Indirect subsidiary |
| Registered office: Suite D, 16/F, On Hing Building, 1-9 On Hing Terrace, Central, Hong Kong |
| Nature of business: |
| % |
| Class of shares: | holding |
| * Indirect subsidiary |
| Registered office: Landmark House, Wirrall Park Rod Glastonbury, Somerset, BA6 9FR |
| Nature of business: |
| % |
| Class of shares: | holding |
| * Indirect subsidiary |
| 12. | DEBTORS |
| Group | Company |
| 2025 | 2024 | 2025 | 2024 |
| £ | £ | £ | £ |
| Amounts falling due within one year: |
| Trade debtors | 592,150 | 593,384 |
| Amounts owed by group undertakings | 642 | 642 |
| Other debtors | 10,327 | - |
| Tax | - | 109,050 |
| Prepayments and accrued income | 264,872 | 320,404 |
| 867,991 | 1,023,480 |
| Amounts falling due after more than one year: |
| Amounts owed by group undertakings | 3,028,096 | 3,728,096 |
| Aggregate amounts | 3,896,087 | 4,751,576 |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| 2025 | 2024 | 2025 | 2024 |
| £ | £ | £ | £ |
| Bank loans and overdrafts (see note 15) | 486,597 | 815,991 |
| Other loans (see note 15) | 8,779 | 10,289 |
| Trade creditors | 229,255 | 246,269 |
| Amounts owed to group undertakings | 5,444,332 | 5,450,419 |
| Corporation tax | 4,506 | 4,506 |
| Social security and other taxes | 61,459 | 118,691 |
| VAT | 166,088 | 173,049 | - | - |
| Other creditors | 37,994 | 25,620 |
| Accruals and deferred income | 2,649,166 | 2,740,001 |
| 9,088,176 | 9,584,835 |
| 14. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| Group |
| 2025 | 2024 |
| £ | £ |
| Other loans (see note 15) | - | 8,779 |
| 15. | LOANS |
| An analysis of the maturity of loans is given below: |
| Group |
| 2025 | 2024 |
| £ | £ |
| Amounts falling due within one year or on | demand: |
| Bank overdrafts | 486,597 | 815,991 |
| Other loans | 8,779 | 10,289 |
| 495,376 | 826,280 |
| Amounts falling due between one and two | years: |
| Other loans - 1-2 years | - | 8,779 |
| 16. | LEASING AGREEMENTS |
| Minimum lease payments fall due as follows: |
| Group |
| Non-cancellable operating | leases |
| 2025 | 2024 |
| £ | £ |
| Within one year | 15,461 | 30,615 |
| Between one and five years | - | 15,000 |
| 15,461 | 45,615 |
| WCBS GROUP LIMITED (REGISTERED NUMBER: 05530440) |
| Notes to the Consolidated Financial Statements - continued |
| FOR THE YEAR ENDED 31 AUGUST 2025 |
| 17. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2025 | 2024 |
| value: | £ | £ |
| Ordinary shares | £1 | 100 | 100 |
| 18. | PENSION COMMITMENTS |
| The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. |
| The Group made contributions of £72,926 (2024: £90,213) during the year. At year end there were outstanding contributions of £14,479 (2024: £15,978). |
| 19. | ULTIMATE PARENT COMPANY |
| Westleigh Investments Holdings Limited is regarded by the directors as being the company's ultimate parent company. |
| The ultimate controlling party is G C Clarke by virtue of his majority holding of the share capital of Westleigh Investments Holdings Limited. |
| 20. | RELATED PARTY DISCLOSURES |
| During the year the group entered into transactions with its related parties. Transactions entered into, and balances outstanding at 31 August are as follows: |
| Amounts | Amounts |
| Sales | Purchases | owed from | owed to |
| Entities under common control |
| 2025 | - | 35,231 | - | - |
| 2024 | - | 62,749 | - | 6,087 |
| Entities over which the entity has control, joint control or significant influence |
| 2025 | - | - | - | - |
| 2024 | - | - | - | - |
| Key management personnel |
| 2025 | - | - | - | - |
| 2024 | - | - | - | - |
| Other related parties |
| 2025 | - | 2,043 | 3,028,096 | 5,444,332 |
| 2024 | - | 7,896 | 3,728,096 | 5,444,332 |