Company registration number SC278724 (Scotland)
XLVET UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
XLVET UK LIMITED
COMPANY INFORMATION
Directors
Ms Katherine Allen
Mr Andrew Curwen
Mr Nicholas Roper
Mr Gavin Durston
Mrs Rachel Hayton
Mrs Kerrie Hedley
Mr Jonathan Stockton
Mr Alexander Cumiskey
(Appointed 11 June 2025)
Ms Roxanne Hobbs
(Appointed 6 March 2026)
Company number
SC278724
Registered office
5 Atholl Crescent
Edinburgh
Midlothian
EH3 8EJ
Auditor
Robson Laidler Accountants Limited
Fernwood House
Fernwood Road
Jesmond
Newcastle upon Tyne
Tyne and Wear
England
NE2 1TJ
XLVET UK LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 23
XLVET UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

Review of the business

XLVet UK Limited exists to support and strengthen a collaborative community of independently owned veterinary practices. The company delivers services that enable members to remain independent, commercially resilient, and well placed to meet the evolving needs of animals, their owners, and the wider communities they serve.

During 2025, the company continued to operate within its long‑term strategic framework, THRIVE, which articulates how XLVets creates value for members while remaining true to its purpose of collaborating for the interconnected health of animals, people and the planet.

Strategy and business model

The strategy is structured around six mutually reinforcing ‘THRIVE’ pillars:

- Trusting Teams – building a strong sense of community, shared purpose and collaboration across the membership

- Humanity – supporting people and practices to flourish through positive culture, leadership and wellbeing

- Regeneration – taking a leading role in One Health and long‑term sustainability

- Insights – enabling confident navigation of the medicines and commercial marketplace

- VetSkills – nurturing career development and visible pathways across the whole practice team

- Explore – embracing innovation and technology in ways that enhance, rather than replace, human connection

The company’s business model combines subscription‑based membership and service income combined with procurement and commercial activities. This model allows XLVets to reinvest in community capability, leadership development and strategic initiatives while maintaining a strong and resilient balance sheet.

Performance and activity during the year

Throughout 2025, the Directors and Operations Team focused on strengthening the foundations required to deliver the refreshed THRIVE plan over the medium term. Key areas of progress during the year included:

- Continued engagement with members through structured events, leadership forums and collaborative activities aligned to the THRIVE pillars

- Ongoing development of VetSkills and career pathway initiatives, ensuring they remain relevant to the evolving needs of veterinary practice teams

- Sustained support for members in navigating medicines supply, pricing and availability within a changing market environment

- Further exploration of digital tools and data, with a strong emphasis on responsible adoption and practical benefit for practices

The Directors consider that overall performance during the year demonstrates the continued relevance of the company’s community‑led model and the strength of member engagement within XLVets.

Principal risks and uncertainties

The principal risks faced by XL Vets remain broadly consistent with prior periods and include:

- Changes in the veterinary and medicines regulatory environment, including the recent investigation into the industry by the Competition and Markets Authority (CMA)

- Ongoing cost pressures within the profession

- Technology and data‑related risks associated with digital innovation

The Board continues to monitor these risks closely and believes that the THRIVE framework provides a coherent and flexible strategic response, enabling the company to adapt while remaining aligned to its purpose and values.

Future outlook

Looking ahead, the Directors are confident that the Group is well positioned to deliver against its longer‑term THRIVE objectives. The strategic focus for the coming period will be on deepening member value, strengthening data‑led insight, and further embedding sustainability and One Health principles across the community. The Directors believe that the continued alignment of strategy, culture and commercial activity will support the long‑term success and resilience of XLVet UK Limited and its members.

XLVET UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

On behalf of the board

Mrs Kerrie Hedley
Director
15 July 2026
XLVET UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company is to carry on all or any of the businesses of a marketing, development, training and buying group for veterinary practices, as well as also becoming a professional membership organisation.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

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

Ms Katherine Allen
Mr Andrew Curwen
Mr Timothy Hutchinson
(Resigned 11 June 2025)
Ms Helen Rogers
(Resigned 11 June 2025)
Mr Nicholas Roper
Mr Gavin Durston
Mrs Rachel Hayton
Mrs Kerrie Hedley
Mr Philip Ivens
(Resigned 1 December 2025)
Mr Jonathan Stockton
Mr Alexander Cumiskey
(Appointed 11 June 2025)
Ms Roxanne Hobbs
(Appointed 6 March 2026)
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 company and of the profit or loss of the company 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; and

- 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 transactions and disclose with reasonable accuracy at any time the financial position of the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

XLVET UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
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 company’s auditor 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 company’s auditor is aware of that information.

On behalf of the board
Mrs Kerrie Hedley
Director
15 July 2026
XLVET UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF XLVET UK LIMITED
- 5 -
Opinion

We have audited the financial statements of XLVet UK Limited (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the 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 company's affairs as at 31 December 2025 and of its 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 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 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:

- the 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.

XLVET UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF XLVET UK LIMITED (CONTINUED)
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its 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, or returns adequate for our audit have not been received from branches not visited by us; or

- the 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 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 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

The risk of material misstatement due to error or fraud has been assessed in conjunction with how internal controls may mitigate any such risk. These controls are reviewed as part of the audit by performing systems walkthroughs to ensure they are operating effectively. Analytical review and substantive testing is also performed on all material balances and therefore any instances of non-compliance should be identified or considered as insignificant. In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team;

- obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework, in which the company operates and how the company complies with that legal and regulatory framework

- inquired with management and those charged with governance about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud

- discussed with management and those charged with governance any non-compliance with laws and regulations and how fraud might occur including assessments of how and where the financial statements may be susceptible to fraud.

The risk of management override of controls was also considered an area of potential misstatement due to fraud. Audit procedures performed included testing of manual journal entries and other adjustments and evaluating the business rationale in relation to significant, unusual transactions and transactions entered into outside the normal course of business.

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.

XLVET UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF XLVET UK LIMITED (CONTINUED)
- 7 -

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an 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 company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Victoria Smith MSc BSc ACA (Senior Statutory Auditor)
For and on behalf of Robson Laidler Accountants Limited, Statutory Auditor
Accountants
Fernwood House
Fernwood Road
Jesmond
Newcastle upon Tyne
Tyne and Wear
NE2 1TJ
England
20 July 2026
XLVET UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2025
2024
Notes
£
£
Turnover
2
39,486,668
13,467,864
Cost of sales
(35,779,131)
(10,771,425)
Gross profit
3,707,537
2,696,439
Administrative expenses
(3,747,901)
(2,760,147)
Operating loss
3
(40,364)
(63,708)
Interest receivable and similar income
6
239,149
-
0
Interest payable and similar expenses
7
(10,570)
(9,902)
Amounts written off investments
8
(165,414)
(30,791)
Profit/(loss) before taxation
22,801
(104,401)
Tax on profit/(loss)
9
(4,259)
(2,384)
Profit/(loss) for the financial year
18,542
(106,785)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

XLVET UK LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
10
197,385
98,393
Tangible assets
11
61,970
30,558
Investments
12
-
0
165,415
259,355
294,366
Current assets
Stocks
14
1,923,780
-
Debtors
15
4,947,614
1,535,356
Cash at bank and in hand
2,356,861
2,026,556
9,228,255
3,561,912
Creditors: amounts falling due within one year
16
(6,660,013)
(2,879,799)
Net current assets
2,568,242
682,113
Total assets less current liabilities
2,827,597
976,479
Creditors: amounts falling due after more than one year
17
(1,974,728)
(195,317)
Net assets
852,869
781,162
Capital and reserves
Called up share capital
19
531,656
478,491
Capital redemption reserve
310,000
310,000
Profit and loss reserves
11,213
(7,329)
Total equity
852,869
781,162

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 15 July 2026 and are signed on its behalf by:
Mrs Kerrie Hedley
Director
Company registration number SC278724 (Scotland)
XLVET UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
448,111
300,000
108,638
856,749
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(106,785)
(106,785)
Issue of share capital
19
37,975
-
-
37,975
Reduction of shares
19
(7,595)
-
(9,182)
(16,777)
Other movements
-
10,000
-
10,000
Balance at 31 December 2024
478,491
310,000
(7,329)
781,162
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
18,542
18,542
Issue of share capital
19
53,165
-
-
53,165
Balance at 31 December 2025
531,656
310,000
11,213
852,869
XLVET UK LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
21
254,763
(3,572)
Interest paid
(10,570)
(9,902)
Income taxes paid
-
0
(2,341)
Net cash inflow/(outflow) from operating activities
244,193
(15,815)
Investing activities
Purchase of intangible assets
(153,667)
(111,932)
Purchase of tangible fixed assets
(53,536)
(24,238)
Proceeds from disposal of tangible fixed assets
1,000
-
0
Proceeds from disposal of subsidiaries
1
-
0
Dividends received
239,149
-
0
Net cash generated from/(used in) investing activities
32,947
(136,170)
Financing activities
Proceeds from issue of shares
53,165
37,975
Redemption of shares
-
0
(6,777)
Net cash generated from financing activities
53,165
31,198
Net increase/(decrease) in cash and cash equivalents
330,305
(120,787)
Cash and cash equivalents at beginning of year
2,026,556
2,147,343
Cash and cash equivalents at end of year
2,356,861
2,026,556
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
1
Accounting policies
Company information

XLVet UK Limited is a private company limited by shares incorporated in Scotland. The registered office is 5 Atholl Crescent, Edinburgh, Midlothian, EH3 8EJ.

The principal place of business is Suite 4, 4th Floor, CAI Building, Royal Quays, North Shields, NE29 6DE.

1.1
Basis of preparation

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. The principal accounting policies adopted are set out below.

1.2
Going concern

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

1.3
Revenue

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from 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 from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recover able.

1.4
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:

Development costs
Straight line over 3 years
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -
1.5
Tangible fixed assets

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

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

Leasehold improvements
25% on cost and in accordance with the property
Plant and equipment
20% on cost and 10% on cost
Fixtures and fittings
15% reducing balance
Computers
33% straight line

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

1.6
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

1.7
Impairment of fixed assets

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

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

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

1.8
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.

XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.9
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.

1.10
Financial instruments

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

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

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

Basic financial assets

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

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 company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
Classification of financial liabilities

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

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. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

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 s ubsequently 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 company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

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

1.12
Taxation

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

Current tax

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

XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
Deferred tax

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

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

1.13
Retirement benefits

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

1.14

Share capital

Redeemable Ordinary shares are classified as equity and debt. The debt element is included at the fair value of expected payments to members given the current experience of members joining and leaving the company. Over the period of membership the discount of the liability is reversed to create a liability matching the expected cashflow at the end of membership. This is an interest charge over the life of the membership.

2
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Rebates received
14,950,754
10,771,425
Course fees
331,995
304,978
Subscription income
1,683,194
1,482,356
Sponsorship income
214,100
172,037
Marketing
633,281
560,509
Business services
162,180
174,309
Sundry income
1,950
2,250
Sales of goods
21,509,214
-
39,486,668
13,467,864
2025
2024
£
£
Other revenue
Dividends received
239,149
-
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
3
Operating loss
2025
2024
Operating loss for the year is stated after charging/(crediting):
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
24,000
13,000
Depreciation of tangible fixed assets
22,124
6,553
Profit on disposal of tangible fixed assets
(1,000)
-
Amortisation of intangible assets
54,675
13,539
4
Employees

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

2025
2024
Number
Number
33
22

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
1,306,933
961,159
Social security costs
150,965
92,370
Pension costs
75,804
47,014
1,533,702
1,100,543
5
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
287,858
227,770
Company pension contributions to defined contribution schemes
54,487
33,716
342,345
261,486
Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
99,807
99,807
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
6
Interest receivable and similar income
2025
2024
£
£
Income from fixed asset investments
Income from shares in group undertakings
239,149
-
0
7
Interest payable and similar expenses
2025
2024
£
£
Other finance costs
Other interest
10,570
9,902
8
Amounts written off investments
2025
2024
£
£
Other gains and losses
(165,414)
(30,791)
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
4,259
58
Adjustments in respect of prior periods
-
0
(8,917)
Total current tax
4,259
(8,859)
Deferred tax
Origination and reversal of timing differences
-
0
11,243
Total tax charge
4,259
2,384
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
9
Taxation
(Continued)
- 19 -

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

2025
2024
£
£
Profit/(loss) before taxation
22,801
(104,401)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 19.00% (2024: 19.00%)
4,332
(19,836)
Adjustments in respect of prior years
-
0
(8,917)
Deferred tax
-
0
11,243
Mutual trading adjustment
(73)
19,894
Taxation charge for the year
4,259
2,384
10
Intangible fixed assets
Development costs
£
Cost
At 1 January 2025
175,432
Additions - internally developed
153,667
At 31 December 2025
329,099
Amortisation and impairment
At 1 January 2025
77,039
Amortisation charged for the year
54,675
At 31 December 2025
131,714
Carrying amount
At 31 December 2025
197,385
At 31 December 2024
98,393
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
11
Tangible fixed assets
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 1 January 2025
-
0
-
0
6,580
53,460
60,040
Additions
21,378
-
0
1,530
16,366
39,274
Business combinations
-
0
11,037
-
0
3,225
14,262
At 31 December 2025
21,378
11,037
8,110
73,051
113,576
Depreciation and impairment
At 1 January 2025
-
0
-
0
1,707
27,775
29,482
Depreciation charged in the year
667
4,379
892
16,186
22,124
At 31 December 2025
667
4,379
2,599
43,961
51,606
Carrying amount
At 31 December 2025
20,711
6,658
5,511
29,090
61,970
At 31 December 2024
-
0
-
0
4,873
25,685
30,558

12
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
13
-
0
165,415
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025
165,415
Disposals
(165,415)
At 31 December 2025
-
Carrying amount
At 31 December 2025
-
At 31 December 2024
165,415
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
XLVet Networks Ltd
United Kingdom
Ordinary
100.00
Broomhall Buying Services Limited
United Kingdom
Ordinary
0

Broomhall Buying Services Limited merged with XLVet UK Limited on 1 January 2025. The trade and assets were transferred and the remaining reserves were paid via dividend to XLVet UK Limited. The company has been dissolved as at 14th April 2026.

14
Stocks
2025
2024
£
£
Finished goods and goods for resale
1,923,780
-
0
15
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
2,901,770
138,311
Amounts owed by group undertakings
-
0
16,318
Other debtors
101,942
134,794
Prepayments and accrued income
1,943,902
1,245,933
4,947,614
1,535,356
16
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
3,917,124
1,268,232
Corporation tax
4,317
58
Other taxation and social security
232,162
111,254
Other creditors
22,340
30,729
Accruals and deferred income
2,484,070
1,469,526
6,660,013
2,879,799
17
Creditors: amounts falling due after more than one year
2025
2024
£
£
Other creditors
1,974,728
195,317
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
18
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
75,804
47,014

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

19
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £7595 each
70
63
531,650
478,485
Chairmans Shares of £1 each
1
1
1
1
Founders Shares of £1 each
5
5
5
5
76
69
531,656
478,491
20
Operating lease commitments
As lessee

XL Vet UK Limited took over the lease of Andrew's House (Warehouse) from Broomhall Buying Services Limited from 1st January 2025.

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

2025
2024
£
£
Within 1 year
5,000
60,548
Years 2-5
-
0
5,000
5,000
65,548
XLVET UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
21
Cash generated from/(absorbed by) operations
2025
2024
£
£
Profit/(loss) after taxation
18,542
(106,785)
Adjustments for:
Taxation charged
4,259
2,384
Finance costs
10,570
9,902
Investment income
(239,149)
-
0
Gain on disposal of tangible fixed assets
(1,000)
-
Amortisation and impairment of intangible assets
54,675
13,539
Depreciation and impairment of tangible fixed assets
22,124
6,553
Other gains and losses
165,414
30,791
Movements in working capital:
Increase in stocks
(1,923,780)
-
0
Increase in debtors
(3,412,258)
(114,771)
Increase in creditors
5,555,366
154,815
Cash generated from/(absorbed by) operations
254,763
(3,572)
22
Analysis of changes in net funds
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
2,026,556
330,305
2,356,861
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