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Registered number: 01529326
E.C.A. LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2025
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E.C.A. LIMITED
CONTENTS
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Notes to the financial statements
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E.C.A. LIMITED
COMPANY INFORMATION
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New Brook Buildings 2nd Floor
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Blick Rothenberg Audit LLP
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Chartered Accountants & Statutory Auditor
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REGISTERED NUMBER:01529326
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E.C.A. LIMITED
BALANCE SHEET
AS AT 31 MAY 2025
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total shareholders' deficit
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The company has opted not to file the profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved, authorised for issue and signed by the sole director.
The notes on pages 3 to 9 form part of these financial statements.
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E.C.A. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2025
E.C.A. Limited is a private company limited by shares incorporated in England and Wales. The address of its registered office is New Brook Buildings 2nd Floor, 16 Great Queen Street, London, WC2B 5DG.
The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).
The company was, at the end of the year, a wholly-owned subsidiary of Employment Conditions Abroad Limited, whose registered address is New Brook Buildings 2nd Floor, 16 Great Queen Street, London, WC2B 5DG. Employment Conditions Abroad Limited prepares consolidated financial statements, in which the company is included. In accordance with the exemption given in Section 400 of the Companies Act 2006, the company is not required to produce, and has not published, consolidated accounts.
The following principal accounting policies have been applied:
The financial statements have been prepared on a going concern basis notwithstanding the fact that the company has a deficiency on total equity at the end of the year. The directors consider this basis to be appropriate as the company has received a letter of financial support from its parent company.
Interest income is recognised in profit or loss using the effective interest method.
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Impairment of fixed assets
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Assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceed its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which they are separately identifiable cash flows (CGU's). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
Investments in associates are measured at cost less accumulated impairment.
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E.C.A. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2025
2.Accounting policies (continued)
Ordinary shares are classified as equity.
The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
The company’s policies for its major classes of financial assets and financial liabilities are set out below.
Financial assets
Basic financial assets, including other debtors, are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
Financial liabilities
Basic financial liabilities, including intercompany working capital balances, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
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E.C.A. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2025
2.Accounting policies (continued)
Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the Company would receive for the asset if it were to be sold at the reporting date.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
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 and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.
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E.C.A. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2025
2.Accounting policies (continued)
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.
Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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Impairment on investment in associate
An impairment of £568,785 was recognised in previous years based on the performance of the investment in associate.
The carrying amount of the investment is reviewed at each reporting date for indicators of impairment. As at 31 May 2025, no indicators of impairment were identified, and no additional impairment losses have been recognised.
Provision on loan balance
A provision of £50,000 has been made against the outstanding loan balance due from the company's associate. This provision reflects the estimated recoverable amount, taking into account the financial position of the associate. The loan balance and related provision are reviewed regularly to assess any further impairment requirements.
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E.C.A. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2025
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The company has no employees other than the directors during the year, who did not receive any remuneration (2024: £nil).
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Investments in associates
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The company investment represents 24.8% (2024: 25.5%) of the issued share capital of Global Expat Pay Ltd as at the year end.
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Included within other debtors are loans that accrued interest at base rate + 10% up to 30 November 2024. From 1 December 2024 the loans accrue interest at base rate + 9.5%. The amounts are unsecured and due for repayment within one year.
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E.C.A. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2025
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Creditors: amounts falling due within one year
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Amounts owed to group undertakings
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Amounts owed to group undertakings are interest free, have no fixed repayment date and are repayable on demand.
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Related party transactions
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The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.
Transactions with other related parties are as follows:
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Amounts due from related parties
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Included within amounts owed to related parties are loans that accrued interest at base rate + 10% up to 30 November 2024. From 1 December 2024 the loans accrue interest at base rate + 9.5%. The amounts are unsecured and due for repayment within one year.
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Allotted, called up and fully paid
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100 (2024 - 100) Ordinary Shares shares of £1.00 each
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As at 31 May 2025, the parent company Embark Bidco Limited has a fixed rate loan, which is secured by way of a fixed and floating charge over the assets of E.C.A. Limited.
The smallest group for which consolidated financial statements are drawn up is headed by Employment Conditions Abroad Limited whose registered office is New Brook Buildings 2nd Floor, 16 Great Queen Street, London, WC2B 5DG.
The ultimate parent company is Embark Topco Limited, an entity incorporated in the United Kingdom.
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E.C.A. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2025
The auditor's report on the financial statements for the year ended 31 May 2025 was unqualified.
The audit report was signed on 29 May 2026 by Nicholas Winters (senior statutory auditor) on behalf of Blick Rothenberg Audit LLP.
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