Company registration number 03974521 (England and Wales)
ECEBS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
ECEBS LIMITED
CONTENTS
Page
Company information
1
Statement of financial position
2
Notes to the financial statements
3 - 12
ECEBS LIMITED
COMPANY INFORMATION
- 1 -
Directors
S Dickinson
P Verrept
Company number
03974521
Registered office
First Floor, Holes Bay House
Marshes End
Upton Road
Poole
Dorset
United Kingdom
BH17 7AG
Auditor
Azets Audit Services
37 Commercial Road
Poole
Dorset
BH14 0HU
ECEBS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 2 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
6
73,401
109,962
Investments
7
134,116
111,781
207,517
221,743
Current assets
Debtors
10
6,400,575
10,598,665
Cash at bank and in hand
78,797
61,405
6,479,372
10,660,070
Creditors: amounts falling due within one year
11
(1,783,186)
(3,107,481)
Net current assets
4,696,186
7,552,589
Total assets less current liabilities
4,903,703
7,774,332
Provisions for liabilities
(18,337)
(17,250)
Net assets
4,885,366
7,757,082
Capital and reserves
Called up share capital
13
27,416,930
27,416,930
Profit and loss reserves
(22,531,564)
(19,659,848)
Total equity
4,885,366
7,757,082

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 20 July 2026 and are signed on its behalf by:
S Dickinson
Director
Company registration number 03974521 (England and Wales)
ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
1
Accounting policies
Company information

ECEBS Limited is a private company limited by shares incorporated in England and Wales. The registered office is First Floor, Holes Bay House, Marshes End, Upton Road, Poole, Dorset, United Kingdom, BH17 7AG.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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.

The parent company, Unicard Limited, will also continue to financially support ECEBS Limited such that the Company is able to operate as a going concern and settle its liabilities as they fall due for the foreseeable future. This will include not seeking repayment of the amounts previously advanced to the Company, unless adequate alternative financing has been secured, and also in addition will advance further amounts to the Company as required.

1.3
Turnover

Turnover comprises the value of sales of software licences, support services, software development and integration services, consulting and other services and hardware. Turnover excludes Value Added Tax and trade discounts.

Maintenance Income

Revenue is recognised in the month maintenance service is provided.

Professional Services

Revenue is recognised on the basis of stage of completion of the professional services provided.

Software Licences

Revenue is recognised on capital licences and the first annual licence in the month the licence is signed and software delivered.

Revenue is recognised on subsequent annual licences on a monthly basis. No income is included in the final accounting period for the licence because of the treatment during the first year.

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.

ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 4 -

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:

Intangible assets
Straight line over 3 years
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
Straight line over 5 years and over the primary term of the lease
Fixtures and fittings
Straight line over 3 years
IT Equipment
Straight line over 3 years
Office Equipment
Straight line over 3 years
Telecom Equipment
Straight line over 5 years

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.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities. The company has valued the investment in its joint ventures via the share of net asset basis.

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.

ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 5 -

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.

1.8
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.

1.9
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 statement of financial position 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.

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.

ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 6 -
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.

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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
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.

1.11
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 income statement 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.

ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 7 -
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 income statement, 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.

1.12
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.

1.13
Retirement benefits

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

1.14
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease s asset are consumed.

ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

Revenue Recognition on Contracts

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

- the amount of revenue can be measured reliably;

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

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

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

Long term contract accounting is applied where a contract is specifically negotiated for the development of software and integration into the clients processes. Therefore, revenue is recognised on a percentage of completion basis whereby a portion of the contract revenue is recognised based on contract costs incurred to date. This is primarily by reference to total cost or labour hours dependant what best reflects the underlying effort, compared with total estimated costs at completion. Profits are determined once the outcome of the contract can be assessed with reasonable certainty, after making reserves against all anticipated costs, including possible warranty claims. Where billing milestones is considered to be a fair proxy for percentage of completion on a contract, revenue is then recognised based on the achievement of specified contractual billing milestones.

3
Employees

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

2025
2024
Number
Number
Total
11
19
4
Taxation
2025
2024
£
£
Deferred tax
Origination and reversal of timing differences
1,087
10,002
Adjustment in respect of prior periods
-
0
(40,066)
Total deferred tax
1,087
(30,064)
ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
5
Intangible fixed assets
Intangible assets
£
Cost
At 1 January 2025 and 31 December 2025
154,398
Amortisation and impairment
At 1 January 2025 and 31 December 2025
154,398
Carrying amount
At 31 December 2025
-
0
At 31 December 2024
-
0
6
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
IT Equipment
Office Equipment
Telecom Equipment
Total
£
£
£
£
£
£
Cost
At 1 January 2025
134,039
26,340
828,701
14,152
42,626
1,045,858
Additions
-
0
13,508
-
0
-
0
-
0
13,508
At 31 December 2025
134,039
39,848
828,701
14,152
42,626
1,059,366
Depreciation and impairment
At 1 January 2025
87,557
26,340
793,899
11,628
16,472
935,896
Depreciation charged in the year
22,896
375
13,878
2,524
10,396
50,069
At 31 December 2025
110,453
26,715
807,777
14,152
26,868
985,965
Carrying amount
At 31 December 2025
23,586
13,133
20,924
-
0
15,758
73,401
At 31 December 2024
46,482
-
0
34,802
2,524
26,154
109,962
7
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
134,116
111,781
ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
7
Fixed asset investments
(Continued)
- 10 -
Movements in fixed asset investments
Shares in subsidiaries, associates and joint ventures
£
Cost or valuation
At 1 January 2025
111,781
Share of net assets movement
22,834
At 31 December 2025
134,615
Impairment
At 1 January 2025
-
Disposals
499
At 31 December 2025
499
Carrying amount
At 31 December 2025
134,116
At 31 December 2024
111,781

On 20 May 2025, an associate investment owned by the Company, Accrington Technolgies Limited, was dissolved. The investment of 499 Ordinary shares at £1 per share has been written off to the Profit and Loss account.

8
Subsidiaries

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

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Multefile Limited
UK
Dormant business
Ordinary
100.00
9
Joint ventures

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

Name of undertaking
Registered office
Nature of business
Interest
% Held
held
Direct
Nevis Technologies Limited
UK
Technology
Ordinary
50.01
ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
10
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
390,330
587,673
Amounts owed by group undertakings
5,805,068
9,956,106
Other debtors
205,177
54,886
6,400,575
10,598,665
11
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
50,335
37,088
Amounts owed to group undertakings
1,523,130
2,386,862
Taxation and social security
20,979
30,014
Deferred income
76,651
54,366
Other creditors
-
0
30,977
Accruals
112,091
568,174
1,783,186
3,107,481
12
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
18,337
17,250
2025
Movements in the year:
£
Liability at 1 January 2025
17,250
Charge to profit or loss
1,087
Liability at 31 December 2025
18,337

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

ECEBS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
13
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1 each
27,416,930
27,416,930
27,416,930
27,416,930
14
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Senior Statutory Auditor:
Zara Hogg FCA, BA (Hons)
Statutory Auditor:
Azets Audit Services
15
Operating lease commitments
As lessee

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

2025
2024
£
£
Total commitments
88,019
171,683
16
Related party transactions

The company has taken advantage of the exemption available in Section 33.1A of FRS 102 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertaking of the group.

Nevis Technolgies Limited

(Jointly owned business)

During the year, sales of £329,587 (2024: £358,837) were made to Nevis Technolgies Limited by ECEBS Limited. At the balance sheet date a balance of £Nil (2024: £56,375) was included within trade debtors.

17
Parent company

The ultimate parent company is Unicard Limited, incorporated in England & Wales, with its registered office address at First Floor Holes Bay House Marshes End, Upton Road, Poole, England, BH17 7AG. Unicard Limited produces group accounts and has included the company in its group accounts, copies of which are available upon request at Companies House.

The company is controlled by Unicard Limited. The ultimate controlling party is Mr P Verrept, this is by virtue of his 100% shareholding in Unicard Limited.

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