Company registration number 08849413 (England and Wales)
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
ANNUAL REPORT AND GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
COMPANY INFORMATION
Directors
R Dilhe
T W Ellis
M Ellis
Secretary
T W Ellis
Company number
08849413
Registered office
Bothe Hall
Tamworth Road
Long Eaton
Nottingham
NG10 3XL
Auditor
Moore
Rutland House
Minerva Business Park
Lynch Wood
Peterborough
PE2 6PZ
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 33
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 1 -

The directors present the strategic report for the year ended 31 January 2026.

Business review and future developments

Our policy of continuous product development maintains our competitive status within the manufacturing and service industry sectors and has resulted in excellent rates of both new business and retention of existing customers. The Russian invasion of Ukraine and now the war in the Middle East have increased energy prices, impacted on the supply of raw materials, fuel, associated oil products and significantly increased the cost of living and general business costs. The anticipated UK budget caused alarm amongst companies, and although we have not lost new business, final decisions have stalled. Since the release of our latest software version we have continued to develop additional functionality and enhancements to this release over the last few years, which we feel will continue to further establish our products in the marketplace. The strong flow of sales orders continued during the year and we anticipate good growth going forward.

The Group has now adopted a hybrid working pattern for the past two years and we will continue with this working practice for the foreseeable future as it offers flexibility to our employees, reduces unnecessary travel and has increased productivity and employee retention. The sales and implementation teams will continue to provide on-site services to our prospects and customers

We have had 51 major implementation projects during 2025-2026 and despite global pressures, sales orders were £11.9m from £12m last year mainly due to factors outside of the Company’s control. Turnover, although a lagging indicator of sales orders, increased to £11m.

This year continued the trend of customers seeking a hosted platform for their software solutions. Our income from Software As A Service (SAAS) and hosting grew by 11% compared to last year and is 70% higher than the value it was three years ago. SAAS sales defer licence revenue recognition, as we only recognise the full software licence value over a number of years rather than in full at the point of installation.

Our Group operating profit was £1.510m. Group pre-tax profit was £4.579m. Salary costs have increased during the year to keep in line with market conditions. Despite increases in costs, the group endeavors to reduce overheads and maintain its profitability. Exel will continue to strive to offer the highest levels of customer service and be focused on producing best-of-breed software, which we consider vital prerequisites for success.

Our Group Balance Sheet remains very healthy with net assets increasing to £23.9m (Jan 2025 - £20.8m). Our liquidity is excellent, and we invest our funds in order to achieve a better return than is available from bank deposits, having regard to the Group's need to retain liquidity and manage risk.

Our established web-based products facilitate centralised data processing with worldwide access. Support, training and project management are seamlessly offered to our non-UK customers using internet technologies. EFACS E8 continues to attract business from global and diverse industries. Continuous development of this fully integrated ERP solution allows companies to manage their end-to-end business needs, knowing that EFACS E/8 will properly support their future business requirements. We anticipate healthy new business from the EFACS E/8 business solution this year.

Eagle Field Service, a business management software solution for the field service and facilities management industries, continues to attract significant new business across a number of sectors within the service industry. With full integration of Exel's breadth of software functionality, we anticipate significant sales this year as this product becomes an industry leader for service software.

Exel remains a robust business with stable and rich software products. We continue to develop our business globally by appointing international resellers.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 2 -
Principal risks and uncertainties

Competitive pressure in the UK is a continuing risk for the Group and the state of health of the UK manufacturing base together with reductions in public sector expenditure greatly influences the willingness of our prospective customers to start new capital projects. The Group manages this risk by providing added value services to its customers, having fast response times not only in supplying products but in handling all customer queries, and by maintaining strong relationships with customers. By having software solutions covering the manufacturing and service sectors, the Group has protected itself from sole reliance on one market.

The Group's sales and purchases are almost exclusively in GBP so there is no significant exposure to currency fluctuations.

The Group's principal financial assets are bank balances, investments, cash, trade and other debtors. The Group's credit risk is primarily attributable to trade debtors. The amounts presented in the Balance Sheet are net of allowances for doubtful debts. The Group has no significant concentration of credit risk, with exposure spread over a large number of counterparties and customers.

The Group holds professional indemnity insurance more than adequate to cover any potential liability.

Key performance indicators

The Directors consider that the most relevant key performance indicators are as follows:

Sales orders & turnover: The sales order book of the Group at any time indicates the level of future activity secured. The Group aims to grow its order book every year. Despite global and local pressures identified above, sales orders only decreased by 0.9% (£11.9m from £12m last year). Turnover, although a lagging indicator of sales orders, increased to £11m.

Earnings (or profit) before interest, tax, depreciation and amortisation ("EBITDA"): A measure of cash generation and value creation. EBITDA for the year remained stable at £1.92m (Jan 25: £1.97m).

Net assets: An indicator of a strong, stable and growing Group is healthy at £23.9m (Jan 2025 - £20.8m).

Employee turnover: Experienced and qualified staff improve the quality of the service and software delivered to our customers. Being able to retain experienced and qualified staff is therefore a core objective of the Group. The Group measures this objective by recording the number of unplanned leavers. During 2025-2026 there were 4 unplanned leavers (2 unplanned leavers and 2 retirements).

Impact of the War in Ukraine and the Middle East

Whilst we do very little business directly with the EU and Worldwide, many of our customers are in industries that will be negatively affected by the wars. Despite this, our customers and prospects are continuing to discuss investing in IT solutions, and we have not seen any dip in sales activity.

Trading updates

The Directors considered trading performance from across the Group's operations, discussed operational issues, sales, margin and business performance.

Financial updates

The Directors discussed performance against budget with particular focus on underperforming parts of the business, reviewed the monthly rolling forecast, reviewed liquidity position and considered payment of shareholder dividends. In addition they discussed preparations, scenario planning and impact assessments for the war in Ukraine.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 3 -
Section 172(1) statement

The Directors consider that the decisions they have made during the financial year and the way they have acted have promoted the success of the Group for the benefit of its members as a whole (having regard to the stakeholders and matters set out in s172(1)(a-f) of the Act). The Directors meet on a monthly basis and the agenda typically includes reports on current trading and financial performance from the Managing Director and Finance Director, legal and governance updates, a review of the strategic plan and more detailed discussions of areas of particular importance. The Directors consider the Group's key stakeholders to include employees, shareholders, customers and suppliers.

(1) Long-term decisions

The Directors discussed proposals for new business opportunities, capital expenditure and business improvement initiatives. Whilst financial benefit and shareholder return is one of the key decision criteria, the long-term effect on the Group's going concern, the environment, job security for our employees, value and service for our customers and fair-trading terms with our suppliers were all considered too. The Directors recognise their responsibility to act fairly between all the stakeholders.

(2) Employees

Our employees are fundamental to the Group's success. The Directors aim to be a responsible employer and ensure that pay and benefits are fair and competitive. The health, safety and well-being of the Group's employees is the Directors' primary consideration. Our management teams identify career paths and encourage employees to maximise their potential through internal and external training, coaching and regular performance appraisal.

(3) Customers, suppliers and others

Our engagement with customers and suppliers continues to evolve and improve and the Directors recognise that fostering these relationships along with maintaining the Group's reputation for high standards of business conduct is essential for the Group's long-term success. We have key account managers for all customers and their focus is 100% customer satisfaction and continual innovation. Our purchasing professionals regularly communicate with our suppliers to maintain competitive but fair prices and drive innovation in recycled material.

(4) Community and environmental matters

The Group recognises the importance of its community and environmental responsibilities, and whilst its normal office-based activities have a very low impact, the Group aims to minimise the amount of business travel by its sales staff and consultants by online working wherever possible. The Group will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Group has complied with all applicable legislation and regulations.

(5) High standards of business conduct

The Directors review the Group's internal and external policies to ensure they are aligned to best practice and enshrine recent statutory improvements around Anti Bribery, Modern Slavery and Data Protection (GDPR). The Directors implement processes to ensure a culture of passion, independence, character and innovation underpinned by robust business ethics and standards.

(6) Act fairly between shareholders

The majority shareholder is also a Director of the Group and is actively involved in key business decisions ensuring that they are aligned with the shareholders as a whole.

On behalf of the board

R Dilhe
Director
14 May 2026
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 4 -

The directors present their annual report and financial statements for the year ended 31 January 2026.

Principal activities

The Group's principal activity is the development, support and sale of a suite of software programs which are marketed directly in the UK and through overseas distributors. Our solutions include EFACS, an integrated ERP and financial business package and Eagle Field Service, a comprehensive field service and facilities management system.

The Company's principal activity is that of a Holding Company; it holds investments in subsidiaries and current asset investments.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £291,498. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

R Dilhe
T W Ellis
M Ellis
Qualifying third party indemnity provisions

The group has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Supplier payment policy

The Group's current policy concerning the payment of trade creditors is to:

- settle the terms of payment when agreeing the terms of each transaction;

- ensure suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts; and

- pay in accordance with the Group's contractual and other legal obligations.

Research and development

The Group's policy is continually to develop its existing software and, where relevant, to enhance functionality and deliver new modules. The Group continues to research available architectures to keep pace with the marketplace and to create innovative solutions to deliver this program.

Sustainability

The Directors are acutely aware of their responsibility to safeguard the environment.

Auditor

The auditor, Moore, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 5 -
Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 group and company, 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;

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Matters covered in the Group Strategic Report

Information as required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 with regards to future developments of the Group, financial risk management, environmental matters, employee engagement and how the Directors have had regard to the business relationships with suppliers, customers and others and the effect this regard has had, including on the principal decisions made in the year have been included in the Group Strategic Report.true

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
R Dilhe
Director
14 May 2026
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
- 6 -
Opinion

We have audited the financial statements of Exel Computer Systems (Holdings) Plc (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2026 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the group's and the parent company's affairs as at 31 January 2026 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company 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 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

- T he information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
- 7 -
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 their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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.

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows

We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, UK taxation legislation and GDPR.

We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.

We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.

We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
- 8 -

Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the parent 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 parent company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Robert Pluck (Senior Statutory Auditor)
For and on behalf of Moore
Statutory Auditor
Chartered Accountants
Rutland House
Minerva Business Park
Lynch Wood
Peterborough
PE2 6PZ
21 May 2026
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2026
- 9 -
2026
2025
Notes
£
£
Turnover
3
11,008,661
10,601,019
Cost of sales
(6,996,882)
(6,706,520)
Gross profit
4,011,779
3,894,499
Administrative expenses
(2,523,158)
(2,319,480)
Other operating income
21,956
-
0
Operating profit
4
1,510,577
1,575,019
Interest receivable and similar income
8
394,610
449,785
Amounts written off investments
9
166,808
(339,878)
Fair value movements
2,507,096
634,648
Profit before taxation
4,579,091
2,319,574
Tax on profit
10
(1,115,284)
(313,705)
Profit for the financial year
3,463,807
2,005,869
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
GROUP BALANCE SHEET
AS AT 31 JANUARY 2026
31 January 2026
- 10 -
2026
2025
Notes
£
£
£
£
Fixed assets
Intangible assets
12
19,080
21,711
Tangible assets
13
1,962,895
1,994,359
1,981,975
2,016,070
Current assets
Stocks
18
9,640
3,000
Debtors
19
5,547,595
4,491,057
Investments
20
20,788,815
15,642,759
Cash at bank and in hand
3,474,885
5,383,263
29,820,935
25,520,079
Creditors: amounts falling due within one year
21
(6,605,229)
(6,338,480)
Net current assets
23,215,706
19,181,599
Total assets less current liabilities
25,197,681
21,197,669
Provisions for liabilities
Deferred tax liability
22
1,249,609
421,906
(1,249,609)
(421,906)
Net assets
23,948,072
20,775,763
Capital and reserves
Called up share capital
24
50,000
50,000
Profit and loss reserves
23,898,072
20,725,763
Total equity
23,948,072
20,775,763
The financial statements were approved by the board of directors and authorised for issue on 14 May 2026 and are signed on its behalf by:
14 May 2026
T W Ellis
Director
Company registration number 08849413 (England and Wales)
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
COMPANY BALANCE SHEET
AS AT 31 JANUARY 2026
31 January 2026
- 11 -
2026
2025
Notes
£
£
£
£
Fixed assets
Investment property
14
1,427,500
1,427,500
Investments
15
50,000
50,000
1,477,500
1,477,500
Current assets
Debtors
19
1,796,570
1,249,875
Investments
20
20,788,815
15,642,759
Cash at bank and in hand
178,890
373,543
22,764,275
17,266,177
Creditors: amounts falling due within one year
21
(1,846,026)
(252,904)
Net current assets
20,918,249
17,013,273
Total assets less current liabilities
22,395,749
18,490,773
Provisions for liabilities
Deferred tax liability
22
1,190,123
353,790
(1,190,123)
(353,790)
Net assets
21,205,626
18,136,983
Capital and reserves
Called up share capital
24
50,000
50,000
Profit and loss reserves
21,155,626
18,086,983
Total equity
21,205,626
18,136,983

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £3,360,141 (202 5 - £1,784,105).

The financial statements were approved by the board of directors and authorised for issue on 14 May 2026 and are signed on its behalf by:
14 May 2026
T W Ellis
Director
Company registration number 08849413 (England and Wales)
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 February 2024
50,000
18,899,894
18,949,894
Year ended 31 January 2025:
Profit and total comprehensive income
-
2,005,869
2,005,869
Dividends
11
-
(180,000)
(180,000)
Balance at 31 January 2025
50,000
20,725,763
20,775,763
Year ended 31 January 2026:
Profit and total comprehensive income
-
3,463,807
3,463,807
Dividends
11
-
(291,498)
(291,498)
Balance at 31 January 2026
50,000
23,898,072
23,948,072
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 February 2024
50,000
16,482,878
16,532,878
Year ended 31 January 2025:
Profit and total comprehensive income for the year
-
1,784,105
1,784,105
Dividends
11
-
(180,000)
(180,000)
Balance at 31 January 2025
50,000
18,086,983
18,136,983
Year ended 31 January 2026:
Profit and total comprehensive income
-
3,360,141
3,360,141
Dividends
11
-
(291,498)
(291,498)
Balance at 31 January 2026
50,000
21,155,626
21,205,626
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2026
- 14 -
2026
2025
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
29
1,366,784
2,099,946
Income taxes paid
(234,672)
(131,398)
Net cash inflow from operating activities
1,132,112
1,968,548
Investing activities
Purchase of tangible fixed assets
(418,153)
(313,559)
Proceeds from disposal of tangible fixed assets
82,225
48,200
Purchase of investments
(6,715,738)
(3,538,317)
Proceeds from disposal of investments
4,243,586
4,235,543
Loans made
(349,128)
(707,543)
Repayment of loans
13,606
17,659
Interest received
132,642
139,580
Dividends received
261,968
310,205
Net cash (used in)/generated from investing activities
(2,748,992)
191,768
Financing activities
Dividends paid to equity shareholders
(291,498)
(180,000)
Net cash used in financing activities
(291,498)
(180,000)
Net (decrease)/increase in cash and cash equivalents
(1,908,378)
1,980,316
Cash and cash equivalents at beginning of year
5,383,263
3,402,947
Cash and cash equivalents at end of year
3,474,885
5,383,263
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
- 15 -
1
Accounting policies
Company information

Exel Computer Systems (Holdings) Plc (“the company”) is a p ublic limited company domiciled and incorporated in England and Wales. The registered office is Bothe Hall, Tamworth Road, Long Eaton, Nottingham, NG10 3XL.

The group consists of Exel Computer Systems (Holdings) Plc and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Exel Computer Systems (Holdings) Plc together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 January 2026. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 16 -
1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Turnover

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 value added tax and other sales taxes.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue for support contracts is spread straight line over the contract term on the basis that the customer will utilise the software support function throughout the contract. Invoices are usually raised in advance and deferred. The deferred income liability will be released to sales as the contract progresses.

Revenue relating to software licences is recognised when the customer’s obligation to pay becomes unconditional. This is when the software is installed onto the client's server and is operational.

Consultancy is invoiced and revenue is recognised as consumed, based on weekly timesheets of employees. Where consultancy is invoiced in advance this is recognised as deferred income and taken as revenue at the point when the service is provided.

Income for hardware and third party software is recognised when it is delivered to the customer.

The following criteria must also be met before revenue is recognised:

- the amount of revenue can be measured reliably;

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

- the stage of completion of the contract at the end of the reporting period can be measured reliably.

1.6
Intangible fixed assets other than goodwill

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

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

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

Patents & licences
10% straight line per annum
Intellectual property
20% straight line per annum
1.7
Tangible fixed assets

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

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 17 -

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

Freehold property
2% straight line
Leasehold improvements
15% straight line
Plant and machinery
15% to 50% straight line
Fixtures and fittings
15% to 25% straight line
Motor vehicles
20% straight line

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

1.8
Investment properties

In the Company’s individual financial statements investment properties rented to other Group Companies are classified as investment properties. Investment property is carried at fair value determined annually by the senior management team at Exel. To assist in this assessment, they obtain and review an independent, professional valuation from a RICS registered surveyor. No depreciation is provided. Changes in fair value are recognised in the profit and loss account.

In the Group's financial statements, investment properties rented to other Group Companies are classified as property, plant and equipment (land and buildings) and held at historical cost less depreciation and impairment. Depreciation is charged on a straight line basis over the estimated useful life of 50 years.

1.9
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 18 -

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

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

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.12
Cash and cash equivalents

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

1.13
Financial instruments

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

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

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest m ethod unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 19 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

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

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 20 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.14
Equity instruments

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

1.15
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 21 -
1.16
Employee benefits

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

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

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.17
Retirement benefits

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

1.18
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.19

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research is recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured.

If it is not possible to distinguish between the research phase and the development phase of an internal project the expenditure is treated as if it were all incurred in the research phase only.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 22 -
2
Judgements and key sources of estimation uncertainty

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

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

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Investment property valuation

Investment property is carried at fair value determined annually by the senior management team at Exel. In order to assist in their assessment management obtain and review an open market valuation for the property from an independent, RICS registered valuer.

Bad debt provision

The debtors ledger is reviewed and specific provisions are made against customer balances that the senior management team believe may not be recovered in full. The level of provision is based on management's knowledge of the circumstances surrounding the non payment of the receivable and the likelihood of receiving future payment.

Intellectual property amortisation

The Directors review the likely future cashflows that will be derived from the intangible asset in order to estimate the useful economic life of the asset. The amortisation rate is set according to the expected life of the asset.

Fair value of the FIM investment

The fair value of the unlisted investment is determined by the Directors based on the net asset value of the investment company uplifted by premium paid on shares when sold, less expected sales costs.

Depreciation of tangible fixed assets

Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

Listed investments

Listed investments are valued at the quoted bid price at the reporting date.

Impairment of assets

The Directors determine whether there are indicators of impairment of the Group’s tangible and intangible assets, including goodwill. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash-generating unit, the viability and expected future performance of that unit.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 23 -
3
Turnover and other revenue
2026
2025
£
£
Turnover analysed by class of business
Licensing income and software maintenance
7,533,526
7,484,610
Training and consultancy
1,939,393
1,803,272
Other income
1,535,742
1,313,137
11,008,661
10,601,019
2026
2025
£
£
Turnover analysed by geographical market
United Kingdom
10,574,826
10,230,863
Rest of Europe
238,658
173,326
Rest of World
195,177
196,830
11,008,661
10,601,019
2026
2025
£
£
Other revenue
Interest income
132,642
139,580
Dividends received
261,968
310,205
4
Operating profit
2026
2025
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses
1,306
2,447
Research and development costs
1,469,984
1,349,412
Depreciation of owned tangible fixed assets
410,839
410,557
Profit on disposal of tangible fixed assets
(43,447)
(27,270)
Amortisation of intangible assets
2,631
2,631
Operating lease charges
-
450
5
Auditor's remuneration
2026
2025
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
2,700
2,600
Audit of the financial statements of the company's subsidiaries
12,300
11,800
15,000
14,400
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 24 -
6
Employees

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

Group
Company
2026
2025
2026
2025
Number
Number
Number
Number
Administration
10
10
3
3
Developers and consultants
90
87
-
-
Total
100
97
3
3

Their aggregate remuneration comprised:

Group
Company
2026
2025
2026
2025
£
£
£
£
Wages and salaries
6,102,776
5,798,635
-
0
-
0
Social security costs
834,194
687,916
-
-
Pension costs
350,275
336,710
-
0
-
0
7,287,245
6,823,261
-
0
-
0
7
Directors' remuneration
2026
2025
£
£
Remuneration for qualifying services
498,830
455,281
Company pension contributions to defined contribution schemes
144,312
143,031
643,142
598,312
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2026
2025
£
£
Remuneration for qualifying services
379,232
329,933
Company pension contributions to defined contribution schemes
22,812
21,659

During the year retirement benefits were accruing to 3 Director s (202 5 - 3) in respect of defined contribution pension schemes.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 25 -
8
Interest receivable and similar income
2026
2025
£
£
Interest income
Interest on bank deposits
128,598
139,555
Other interest income
4,044
25
Total interest revenue
132,642
139,580
Other income from investments
Dividends received
261,968
310,205
Total income
394,610
449,785
2026
2025
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
128,598
139,555
9
Amounts written off investments
2026
2025
£
£
Gain/(loss) on disposal of current asset investments
166,808
(339,878)
10
Taxation
2026
2025
£
£
Current tax
UK corporation tax on profits for the current period
313,399
165,184
Adjustments in respect of prior periods
(25,818)
(893)
Total current tax
287,581
164,291
Deferred tax
Origination and reversal of timing differences
827,703
149,414
Total tax charge
1,115,284
313,705

T he deferred tax balance and expected tax charge have been calculated at 25%.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
10
Taxation
(Continued)
- 26 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2026
2025
£
£
Profit before taxation
4,579,091
2,319,574
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2025: 25.00%)
1,144,773
579,894
Tax effect of expenses that are not deductible in determining taxable profit
(38,356)
(108,904)
Double tax relief
(1,113)
(1,439)
Research and development tax credit
(220,498)
(290,124)
Under/(over) provided in prior years
(25,818)
(893)
Deferred tax adjustments in respect of prior years
256,296
-
0
Tax at marginal rate
-
0
(640)
Changes in deferred tax rate
-
0
135,811
Taxation charge
1,115,284
313,705
11
Dividends
2026
2025
Recognised as distributions to equity holders:
£
£
Final paid
291,498
180,000
12
Intangible fixed assets
Group
Patents & licences
£
Cost
At 1 February 2025 and 31 January 2026
26,316
Amortisation and impairment
At 1 February 2025
4,605
Amortisation charged for the year
2,631
At 31 January 2026
7,236
Carrying amount
At 31 January 2026
19,080
At 31 January 2025
21,711
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
12
Intangible fixed assets
(Continued)
- 27 -
Company
Intellectual property
£
Cost
At 1 February 2025 and 31 January 2026
3,825,000
Amortisation and impairment
At 1 February 2025 and 31 January 2026
3,825,000
Carrying amount
At 31 January 2026
-
0
At 31 January 2025
-
0

The Company's intangible asset entirely consists of intellectual property it purchased from a subsidiary undertaking.

13
Tangible fixed assets
Group
Freehold property
Leasehold improvements
Plant and machinery
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 February 2025
1,118,141
47,212
1,383,737
681,389
1,279,767
4,510,246
Additions
-
0
-
0
89,435
11,247
317,471
418,153
Disposals
-
0
-
0
-
0
-
0
(230,500)
(230,500)
At 31 January 2026
1,118,141
47,212
1,473,172
692,636
1,366,738
4,697,899
Depreciation and impairment
At 1 February 2025
161,100
10,776
1,135,518
613,165
595,328
2,515,887
Depreciation charged in the year
18,000
2,905
120,375
32,476
237,083
410,839
Eliminated in respect of disposals
-
0
-
0
-
0
-
0
(191,722)
(191,722)
At 31 January 2026
179,100
13,681
1,255,893
645,641
640,689
2,735,004
Carrying amount
At 31 January 2026
939,041
33,531
217,279
46,995
726,049
1,962,895
At 31 January 2025
957,041
36,436
248,219
68,224
684,439
1,994,359
The company had no tangible fixed assets at 31 January 2026 or 31 January 2025.

Included within the net book value of land and buildings is land with a value of £372,714 (202 5 - £372,714) which is not depreciated.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 28 -
14
Investment property
Group
Company
2026
2026
£
£
Fair value
At 1 February 2025 and 31 January 2026
-
1,427,500

The 2026 valuations were made by the Directors, on an open market value for existing use basis.

An open market value was determined as at 31 January 2025 by the Chartered Surveyors, Spencer Birch during March 202 5. The Directors consider the valuation of the investment property to be materially appropriate.

15
Fixed asset investments
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
50,000
50,000
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 February 2025 and 31 January 2026
50,000
Carrying amount
At 31 January 2026
50,000
At 31 January 2025
50,000
16
Subsidiaries

Details of the company's subsidiaries at 31 January 2026 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Exel Computer Systems plc
Bothe Hall, Sawley, Long Eaton, Nottingham, NG10 3XL
Software development
A Ordinary shares, B Ordinary shares, C Ordinary shares
100.00
-
EFACS Software.com Ltd
Bothe Hall, Sawley, Long Eaton, Nottingham, NG10 3XL
Dormant
Ordinary shares
0
100.00
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 29 -
17
Financial instruments
Group
Company
2026
2025
2026
2025
£
£
£
£
Carrying amount of financial assets include:
Instruments measured at fair value through profit or loss
20,788,815
15,642,759
20,788,815
15,642,759
18
Stocks
Group
Company
2026
2025
2026
2025
£
£
£
£
Raw materials and consumables
9,640
3,000
-
-
19
Debtors
Group
Company
2026
2025
2026
2025
Amounts falling due within one year:
£
£
£
£
Trade debtors
3,122,881
2,741,534
-
0
-
0
Other debtors
1,897,349
1,337,658
1,796,570
1,249,875
Prepayments and accrued income
527,365
411,865
-
0
-
0
5,547,595
4,491,057
1,796,570
1,249,875

At 31 January 2026, trade debtors includes provisions for bad and doubtful debts totalling £50,389 (2025 - £134,984).

20
Current asset investments
Group
Company
2026
2025
2026
2025
£
£
£
£
Unlisted investments
20,788,815
15,642,759
20,788,815
15,642,759
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 30 -
21
Creditors: amounts falling due within one year
Group
Company
2026
2025
2026
2025
£
£
£
£
Trade creditors
273,934
371,771
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
1,618,806
6,462
Corporation tax payable
319,140
266,231
227,220
246,442
Other taxation and social security
689,051
675,697
-
-
0
Deferred income
4,965,911
4,703,549
-
0
-
0
Other creditors
517
-
0
-
0
-
0
Accruals
356,676
321,232
-
0
-
0
6,605,229
6,338,480
1,846,026
252,904
22
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2026
2025
Group
£
£
Accelerated capital allowances
63,491
71,124
Retirement benefit obligations
(4,005)
(3,008)
Investments
1,190,123
353,790
1,249,609
421,906
Liabilities
Liabilities
2026
2025
Company
£
£
Investments
1,190,123
353,790
Group
Company
2026
2026
Movements in the year:
£
£
Liability at 1 February 2025
421,906
353,790
Charge to profit or loss
827,703
836,333
Liability at 31 January 2026
1,249,609
1,190,123

The deferred tax liability set out above is not expected to change significantly within the next 12 months.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 31 -
23
Retirement benefit schemes
2026
2025
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
350,275
336,710

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

Contributions totalling £44,868 (202 5 - £33,611) were payable to these funds at the balance sheet date all of which are recognised in the Balance Sheet.

24
Share capital
Group and company
2026
2025
2026
2025
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary shares of £1 each
30,000
25,000
30,000
25,000
B Ordinary shares of £1 each
7,500
12,500
7,500
12,500
C Ordinary shares of £1 each
12,500
12,500
12,500
12,500
50,000
50,000
50,000
50,000

Equal voting rights are attached to each category of ordinary shares. All shares within the class have equal rights to dividends. Dividends per share are set separately for each class of share and may vary between classes.

25
Operating lease commitments

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

Group
Company
2026
2025
2026
2025
£
£
£
£
Within one year
450
450
-
-
450
450
-
-
EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
25
Operating lease commitments
(Continued)
- 32 -
Lessor

The land and buildings commitment is a deemed rent commitment of 3 months based on a rolling rental agreement.

At the reporting end date the group had contracted with tenants for the following minimum lease payments:

Group
Company
2026
2025
2026
2025
£
£
£
£
Within one year
-
-
26,250
26,250
26
Related party transactions
Remuneration of key management personnel

Key management personnel include the Directors and other senior management across the Group who together have authority and responsibility for planning, directing and controlling the activities of the Group. The remuneration of key management personnel is as follows.

2026
2025
£
£
Aggregate compensation
1,053,645
981,789
Transactions with related parties

Group

During the year other related parties were advanced amounts totalling £22,753 (202 5 - £20,578). Amounts repaid during the year totalled £95 (202 5 - £6,035). At 31 January 202 6, other related parties owed the Group £4 89,959 (202 5 - £4 67,301).

Company

At 31 January 202 6, other related parties owed Exel Computer Systems (Holdings) plc £450,000 (202 5 - £450,000).

Other information

Under FRS 102 paragraph 33.1A the Company has taken advantage of the exemption available from disclosing any transactions with other wholly owned subsidiaries.

27
Directors' transactions

Advances or credits have been granted by the company to its directors as follows:

The loan is repayable upon demand and is unsecured.

EXEL COMPUTER SYSTEMS (HOLDINGS) PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
27
Directors' transactions
(Continued)
- 33 -
Loans
% Rate
Opening balance
Amounts advanced
Interest charged
Amounts repaid
Closing balance
£
£
£
£
£
Directors' loans
2.25
69,455
2,470
1,160
(18,761)
54,324
Directors' loans
-
648,000
324,000
3,994
-
975,994
717,455
326,470
5,154
(18,761)
1,030,318
28
Controlling party

The ultimate controlling entity is T W Ellis.

29
Cash generated from group operations
2026
2025
£
£
Profit for the year after tax
3,463,807
2,005,869
Adjustments for:
Taxation charged
1,115,284
313,705
Investment income
(394,610)
(449,785)
Gain on disposal of tangible fixed assets
(43,447)
(27,270)
Fair value gain
(2,507,096)
(634,522)
Amortisation and impairment of intangible assets
2,631
2,631
Depreciation and impairment of tangible fixed assets
410,839
410,557
(Gain)/loss on sale of investments
(166,808)
339,878
Movements in working capital:
(Increase)/decrease in stocks
(6,640)
10,831
(Increase)/decrease in debtors
(721,016)
82,590
Decrease in creditors
(48,522)
(87,523)
Increase in deferred income
262,362
132,985
Cash generated from operations
1,366,784
2,099,946
30
Analysis of changes in net funds - group
1 February 2025
Cash flows
31 January 2026
£
£
£
Cash at bank and in hand
5,383,263
(1,908,378)
3,474,885
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