Company registration number 07689604 (England and Wales)
WCL (UK) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
WCL (UK) LIMITED
COMPANY INFORMATION
Directors
Mr N Watkins
Mr NB Hall
Mr PR Miller
White Consultants Limited
Mr OT J Pearson
Ms NC Wills
(Appointed 24 April 2025)
Secretary
Mr N Watkins
Company number
07689604
Registered office
124 City Road
London
EC1V 2NX
Auditor
Nunn Hayward LLP
2-4 Packhorse Road
Gerrards Cross
Buckinghamshire
SL9 7QE
WCL (UK) LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Independent auditor's report
7 - 9
Profit and loss account
10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 26
WCL (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.

Company Overview

This strategic report describes the financial statements and overall strategic direction of WCL (UK) Ltd.

WCL (UK) is a successful procurement management organisation operating the Public Sector Everything ICT Framework. With a turnover in 2025 of £88m, WCL (UK) specialises in providing ICT equipment and services, including hardware, software, and support, primarily to the education sector.

This report highlights key financial performance indicators, strategic objectives, market analysis, and risk management practices, aiming to ensure continued growth and financial stability.

The company has established a robust network of over 300 suppliers and 4,000 education customers, ensuring high-quality, cost-effective solutions for schools and MATs. The company's mission is to provide a knowledgeable, expert supply chain service for education and wider public sector organisations to achieve cost effective procurement of ICT equipment and services. WCL (UK) Ltd manages this Department for Education (DfE) recommended Framework that offers customers compliant procurement, value for money and trusted personal service.

WCL (UK) Ltd recognises the growing importance of environmental, social and governance considerations in procurement and supply chain management. The company is committed to working with suppliers that share its standards for responsible business practice, ethical conduct and compliance, while also seeking opportunities to reduce the environmental impact of its operations and procurement activities. This includes supporting efficient purchasing decisions, encouraging responsible sourcing, and maintaining high standards across its supplier network.

Financial Performance

For the financial year, the company reported a turnover of £88m, reflecting a strong market position and efficient operations. Key financial performance indicators include:

Revenue: Revenue growth was 16%. This growth was driven by an increase in the number of customers and an increase in the average income from each customer. Growth was evident in each of our three product category areas, Equipment and Hardware, Core ICT Services, and Information Management Software.

Profit Margins: The gross profit margin was held at 3%, indicating effective cost procurement management and marketing strategies. The Framework owner, E2BN, took a 0.3% fee.

Operating Expenses: Operating expenses fell from 2.3% of turnover 2024 to 2.2% in 2025.

Net Profit: The net profit before tax for the year was £925k, equivalent to a net profit margin of 1.0%. This was in line with expectations. The company prides itself on delivering value for money to its education customers.

Strategic Objectives

The company's strategic objectives focus on sustaining growth and enhancing market share across the education sector. Key objectives include:

Market Expansion: Expand market reach by targeting new educational institutions, growing MATs, and leveraging the need for integrated advanced ICT solutions.

Product Innovation: Invest in developments to introduce innovative ICT products and services that cater to evolving educational needs.

Operational Efficiency: Broaden procurement route options, optimise procurement processes, enhance supply chain management and back-office systems and processes to reduce costs and improve service delivery.

Customer Engagement: Enhance customer relationships through superior service, account management support, and tailored account solutions.

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

The education sector is increasingly reliant on ICT equipment and services to facilitate digital learning, administration, and communication. The DfE estimate that schools in England and Wales spend over £1.2bn annually on ICT products and services. Key market trends include:

Digital Transformation: Schools and MATs are investing in digital infrastructure to support remote learning and digital classrooms.

Technological Advancements: Innovations in ICT, such as AI and cloud computing, are creating new opportunities for educational applications.

Strategic Initiatives

Market Expansion

Product Innovation

Operational Efficiency

Customer Engagement

Financial Projections

The strategic initiatives are projected to yield financial improvements over the next years. Key projections include:

Revenue Growth: Expected annual revenue growth from education sector, reaching £100m by the end of 2026.

Profit Margins: Maintain gross profit margins, despite pressure from supply chain, through cost optimisation and value-added services, targeting a gross profit margin of 3.0%.

WCL (UK) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
Risk Management

Effective risk management practices are essential to safeguard the company’s financial health and strategic objectives. Key risks and mitigation strategies include:

Market Competition:

Supply Chain Disruption: Develop a diversified supplier network to mitigate risks of supply chain disruptions. Implement robust contingency plans.

Procurement Challenge: Invest in staffing, standards, processes, systems, and professional training to significantly reduce the risk of supplier challenge to any procurement.

 

Conclusion

This strategic report underscores the company's strong financial performance and outlines a clear path for sustained growth in providing ICT equipment and services through a DfE recommended, compliant, value for money Framework to the education sector. By focusing on market expansion, product innovation, operational efficiency, and customer engagement, the company is well-positioned to capitalise on emerging opportunities and deliver long-term value to stakeholders.

WCL (UK) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
Section 172(1) Statement

This section sets out an overview of how the directors have fulfilled their duties under s172 of the Companies Act 2006. S172 requires that the directors act in a way that is most likely to promote the success of the company for the benefit of its members as a whole. The specific requirements of s172 are that directors have regard to:

The directors are involved in the day-to-day management of business strategy and other related policies and will review financial and operational performance and other stakeholder-related matters where relevant on a regular basis.

The company operations specialise in providing ICT equipment and services primarily to the education sector. The company has developed a robust network of trusted suppliers to enable it to help deliver procurement solutions.

Due to the scope of our stakeholders, it is generally more effective for stakeholder engagement to take place at an operational level.

The management board continually engage with our employees and this directly influences decision making. The success of the company is based on the excellence of the people who make up the company.

The development and career progression of the company's employees is a fundamental element of growing the company with this being a regular area of review for the management board.

The majority of business relationships with our suppliers are built on long term partnerships with the company working with pre-approved, trusted suppliers. The capability and performance of the company's suppliers and other partners are required for the company's operations and are key to helping the company to deliver its services.

The company seeks to maintain a reputation for high standards of business conduct with the experienced management board directing the company's operations and interacting with our employees ensuring that high standards are maintained. Management have a strategy which seeks to ensure that customers are offered a compliant procurement, value for money and trusted personal service with management implementing all necessary measures to mitigate risks related to the company's activities.

On behalf of the board

Mr PR Miller
Director
14 August 2026
WCL (UK) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

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

Principal activities

The principal activity of the company continued to be that of procurement management and supply of ICT equipment and services to the public sector, primarily within the education sector.

Results and dividends

The results for the year are set out on page 10.

Ordinary dividends were paid amounting to £400,000. 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:

Mr N Watkins
Mr NB Hall
Mr PR Miller
White Consultants Limited
Mr OT J Pearson
Ms NC Wills
(Appointed 24 April 2025)
Post reporting date events

The directors confirm that there have been no material events after the reporting date of 31 December 2025 that would require adjustment to, or disclosure in, the financial statements.

Future developments

The directors intend to continue with the current business strategies undertaken by the company for the foreseeable future.

Auditor

In accordance with the company's articles, a resolution proposing that Nunn Hayward LLP be reappointed as auditor of the company will be put at a General Meeting.

Energy and carbon report exemption

An energy and carbon report is not required because the company's energy consumption is less than 40,000 kWh which is below the reporting threshold for mandatory energy reporting and so the company is exempt from this reporting obligation.

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.

WCL (UK) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -

In preparing these financial statements, the directors are required to:

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.

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

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
Mr PR Miller
Director
14 August 2026
WCL (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF WCL (UK) LIMITED
- 7 -
Opinion

We have audited the financial statements of WCL (UK) Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, 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:

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:

WCL (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF WCL (UK) LIMITED (CONTINUED)
- 8 -
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 identified material misstatements in the strategic report or the directors' report.

 

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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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.

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

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; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rest with those charged with governance and management.

Our approach was as follows:

 

WCL (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF WCL (UK) LIMITED (CONTINUED)
- 9 -

 

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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 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.

Daniel Palmer FCA (Senior Statutory Auditor)
For and on behalf of Nunn Hayward LLP, Statutory Auditor
Chartered Accountants
2-4 Packhorse Road
Gerrards Cross
Buckinghamshire
SL9 7QE
14 August 2026
WCL (UK) LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
£
£
Turnover
3
88,193,080
76,249,990
Cost of sales
(85,551,630)
(73,558,347)
Gross profit
2,641,450
2,691,643
Administrative expenses
(1,922,381)
(1,753,347)
Other operating income
-
0
1
Operating profit
4
719,069
938,297
Interest receivable and similar income
8
205,688
69,512
Profit before taxation
924,757
1,007,809
Tax on profit
9
(232,871)
(253,744)
Profit for the financial year
691,886
754,065

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

WCL (UK) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
2025
2024
£
£
Profit for the year
691,886
754,065
Other comprehensive income
-
-
Total comprehensive income for the year
691,886
754,065
WCL (UK) LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 12 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
11
5,493
2,948
Current assets
Debtors
13
18,786,344
15,648,502
Cash at bank and in hand
6,983,961
5,572,218
25,770,305
21,220,720
Creditors: amounts falling due within one year
14
(24,136,263)
(20,371,297)
Net current assets
1,634,042
849,423
Total assets less current liabilities
1,639,535
852,371
Creditors: amounts falling due after more than one year
15
(964,273)
-
0
Provisions for liabilities
Provisions
16
-
0
469,000
-
(469,000)
Net assets
675,262
383,371
Capital and reserves
Called up share capital
18
114
109
Share premium account
246,490
246,490
Capital redemption reserve
33
33
Profit and loss reserves
428,625
136,739
Total equity
675,262
383,371
The financial statements were approved by the board of directors and authorised for issue on 14 August 2026 and are signed on its behalf by:
Mr PR Miller
Director
Company registration number 07689604 (England and Wales)
WCL (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2024
109
246,490
33
382,675
629,307
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
754,065
754,065
Capital distribution on asset demerger
-
-
-
(1,000,001)
(1,000,001)
Balance at 31 December 2024
109
246,490
33
136,739
383,371
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
-
691,886
691,886
Issue of share capital
18
5
-
0
-
-
5
Dividends
10
-
-
-
(400,000)
(400,000)
Balance at 31 December 2025
114
246,490
33
428,625
675,262
WCL (UK) LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
20
1,421,688
498,363
Income taxes paid
(211,000)
(103,270)
Net cash inflow from operating activities
1,210,688
395,093
Investing activities
Purchase of tangible fixed assets
(4,633)
(1,645)
Interest received
205,688
69,512
Net cash generated from investing activities
201,055
67,867
Net increase in cash and cash equivalents
1,411,743
462,960
Cash and cash equivalents at beginning of year
5,572,218
5,109,258
Cash and cash equivalents at end of year
6,983,961
5,572,218
WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
1
Accounting policies
Company information

WCL (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 124 City Road, London, EC1V 2NX.

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 amounts 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

Atruet 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.

1.3
Turnover

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.

Sale of goods

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 delivery 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.

Sale of services

Revenue from framework-related services is recognised by reference to the stage of completion of the services at the reporting date, in accordance with FRS 102.23.14(a). The stage of completion is determined based on the period over which services are delivered rather than the date of invoice issuance or cash receipt.

 

Where invoices are issued in advance of the service period, revenue is deferred and recognised in the period to which the services relate. Where services are delivered but not yet invoiced, revenue is accrued based on the proportion of services delivered up to the reporting date

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is recognised as the contractual service is performed.

1.4
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:

Fixtures and fittings
33% on cost
WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -

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.

1.5
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.

1.6
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.

WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
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 payments 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.

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 through 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.

1.7
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.

1.8
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.

WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
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.

1.9
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.10
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.

1.11
Retirement benefits

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

WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
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.

Critical judgements

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

Principal vs Agent Consideration

As part of the preparation of these financial statements, management has exercised significant judgement in assessing whether WCL acts as principal or agent in relation to revenue earned under the E2BN procurement framework.

 

Judgement Applied

 

Under Section 23 of FRS 102 (Revenue), an entity acts as a principal when it controls the goods or services before they are transferred to the customer, bears the primary obligations under the contract, and recognises revenue on a gross basis. Conversely, an entity acts as an agent where it merely arranges for goods or services to be provided, recognising only the commission or margin as revenue.

 

Assessment under the E2BN Framework

 

Following a detailed review of the E2BN framework agreement and WCL’s standard terms and conditions with customers, management has concluded that WCL acts as principal in these arrangements, based on the following indicators:

Contractual responsibility: Under the framework T&Cs, WCL enters into direct contractual relationships with customers and bears the primary obligation to deliver the agreed services.

 

Control of delivery: WCL controls the service provision and manages suppliers directly, including selecting, contracting, and monitoring them to ensure service levels are met.

 

Pricing discretion: WCL retains the discretion to set customer pricing under the framework within agreed commercial parameters.

 

Financial exposure: In cases of supplier failure or non-performance, WCL remains responsible for fulfilling customer obligations and bears the associated financial risks.

 

These indicators demonstrate that WCL controls the services before they are transferred to the end customer, and thus acts as principal under FRS 102.23.14(a).

 

Conclusion

 

Accordingly, WCL recognises revenue on a gross basis, representing the full value of invoiced amounts to customers, with the associated supplier costs recognised separately within cost of sales.

3
Turnover and other revenue

The turnover and profit before taxation are attributable to the one principal activity of the company.

WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Turnover and other revenue
(Continued)
- 20 -
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
88,193,080
76,249,990
2025
2024
£
£
Other revenue
Interest income
205,688
69,512
4
Operating profit
2025
2024
Operating profit for the year is stated after charging:
£
£
Depreciation of tangible fixed assets
2,088
1,415
Operating lease charges
10,784
7,115
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
27,500
29,300
For other services
Taxation compliance services
1,500
1,450
6
Employees

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

2025
2024
Number
Number
Directors
5
4
Employees
21
19
Total
26
23
WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
6
Employees
(Continued)
- 21 -

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
1,358,881
1,295,196
Social security costs
171,211
132,529
Pension costs
26,419
32,062
1,556,511
1,459,787
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
515,363
506,706
Company pension contributions to defined contribution schemes
6,091
16,804
521,454
523,510

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2024 - 3).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
145,268
161,685
Company pension contributions to defined contribution schemes
1,090
-
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
205,688
69,512
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
205,688
69,512
WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
232,871
253,744

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:

2025
2024
£
£
Profit before taxation
924,757
1,007,809
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
231,189
251,952
Effects of:
Expenses that are not deductible in determining taxable profit
2,591
1,850
Change in unrecognised deferred tax assets
(273)
-
0
Permanent capital allowances in excess of depreciation
-
0
(58)
Deferred tax not recognised
(636)
-
0
Taxation charge in the financial statements
232,871
253,744
10
Dividends
2025
2024
£
£
Interim paid
400,000
-
0
WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
11
Tangible fixed assets
Fixtures and fittings
£
Cost
At 1 January 2025
12,262
Additions
4,633
At 31 December 2025
16,895
Depreciation and impairment
At 1 January 2025
9,314
Depreciation charged in the year
2,088
At 31 December 2025
11,402
Carrying amount
At 31 December 2025
5,493
At 31 December 2024
2,948
12
Financial instruments

At the balance sheet date, the financial assets measured at amortised cost totalled £12,897,005 (2024: £11,782,646) and financial liabilities measured at amortised cost totalled £8,500,295 (2024: £9,772,488).

 

Interest received on financial assets measured at amortised cost totalled £205,688 (2024: £69,512).

13
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
5,658,195
5,654,491
Other debtors
5
359
Prepayments and accrued income
12,186,951
9,993,652
17,845,151
15,648,502
2025
2024
Amounts falling due after more than one year:
£
£
Prepayments and accrued income
941,193
-
0
Total debtors
18,786,344
15,648,502
WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
14
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Trade creditors
7,005,986
7,614,458
Corporation tax
238,952
217,081
Other taxation and social security
493,672
354,904
Deferred income
14,903,344
10,026,824
Other creditors
500,305
508,990
Accruals
994,004
1,649,040
24,136,263
20,371,297
15
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Deferred income
964,273
-
0
16
Provisions for liabilities
2025
2024
£
£
Supplier default reserve
-
469,000

Supplier default reserves are recognised as provisions where the Company has identified a present obligation arising from supplier performance issues or defaults, and the estimated outflow of economic benefits is uncertain in amount or timing but is probable

17
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
26,419
32,062

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.

18
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of 1p each
11,429
10,858
114
109
WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
19
Related party transactions
Transactions with related parties

During the year the company entered into transactions with Delivery Innovation Limited, a company under common control. The transactions comprised the recharge of costs incurred on behalf of the company.

 

At 31 December 2025, the amount due to Delivery Innovation Limited was £100,000 (2024: £350,000). The balance is unsecured, interest free and repayable on demand

20
Cash generated from operations
2025
2024
£
£
Profit after taxation
691,886
754,065
Adjustments for:
Taxation charged
232,871
253,744
Investment income
(205,688)
(69,512)
Income from demerger
-
0
(1)
Depreciation and impairment of tangible fixed assets
2,088
1,415
Decrease in provisions
(469,000)
(211,000)
Movements in working capital:
Increase in debtors
(3,137,837)
(245,214)
Decrease in creditors
(1,533,425)
(4,077,279)
Increase in deferred income
5,840,793
4,092,145
Cash generated from operations
1,421,688
498,363

 

21
Analysis of changes in net funds
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
5,572,218
1,411,743
6,983,961
WCL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
22
Financial Risk Management

The company's activities expose it to a variety of financial risks which include credit, liquidity and cash flow risk.

The company uses different methods to mitigate different types of risk which it is exposed to. Ageing analysis is used for credit and liquidity risk mitigation, as well as regular reviews of financial performance, budget and cash flow forecasting reviews in assessing potential cash flow risks.

 

Credit risk

The company does not generally offer credit terms to its customers which allow payment of the debt after goods have been supplied and services utilised.

 

Cash flow risk

Cash flow risk is the risk that inflows and outflows of cash and cash equivalents will not be sufficient to finance the day to day operations. The company manages cash flow risk by careful negotiation of terms with customers and suppliers.

 

Liquidity risk

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. The company aims to mitigate liquidity risk by managing cash generation and cash collection.

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