REGISTERED NUMBER: 03907465 (England and Wales)

Quill Communications Limited

Financial Statements For The Year Ended 31 December 2025

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

S H Emery

REGISTERED OFFICE:

C/O Factotum Group Llp

The Kinetic Centre, Theobald Street,

Borehamwood

Hertfordshire

WD6 4PJ

REGISTERED NUMBER:

03907465 (England and Wales)

AUDITORS:

Kingswood Allotts Limited, Statutory Auditor

Chartered Accountants

Sidings Court

Lakeside

Doncaster

South Yorkshire

DN4 5NU

FIXED ASSETS

Intangible assets

4

-

827

Tangible assets

5

4,950

9,079

4,950

9,906

CURRENT ASSETS

Debtors: amounts falling due within one year

6

133,798

2,428,612

Cash at bank

143,672

-

277,470

2,428,612

CREDITORS

Amounts falling due within one year

7

248,902

217,202

NET CURRENT ASSETS

28,568

2,211,410

TOTAL ASSETS LESS CURRENT LIABILITIES

33,518

2,221,316

CAPITAL AND RESERVES

Called up share capital

8

11,279

11,278

Retained earnings

22,239

2,210,038

SHAREHOLDERS' FUNDS

33,518

2,221,316

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

In accordance with Section 444 of the Companies Act 2006, the Profit and loss account has not been delivered.

The financial statements were approved by the director and authorised for issue on 4 August 2026 and were signed by:

S H Emery - Director

1.	GENERAL INFORMATION

Quill Communications Limited (the Company) is a 'private' Company limited by shares incorporated in the United Kingdom and registered in England and Wales under the Companies Act 2006. The address of the registered office is given on page 1. The nature of the Company's operations and its principal activities are set out in the Directors' report.

These financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which the Company operates.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

First year adoption of Financial Reporting Standard 102 ( FRS 102) Section 1A

These financial statements for the year ended 31 December 2025 are the first that are prepared in accordance with FRS 102 Section 1A. The previous financial statements were prepared in accordance with FRS 101, the date of transition to FRS 102 Section 1A is 1 January 2024.

There have been no changes in accounting policies as a result of the transition.

Going concern

The Directors have considered the financial position and resources or the Company in the foreseeable future.

The Company's forecasts and projections take account of i) reasonably possible declines in revenue less pass-through costs; and ii) remote declines in revenue less pass-through costs for stress-testing purposes compared to 2025.

As at 31 December 2025, the Company had net current assets of £28,568 and net assets of £33,518 and can therefore meet its short and long-term obligations as they fall due.

The Directors have considered the Company's financial position, including its funding arrangements at the balance sheet date, for a period of at least 12 months from the date of approval of these financial statements. Based on this assessment, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.

Due to the current trading and funding position of the Company, the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover

Turnover is stated exclusive of VAT and is derived from retainer fees and services to be performed subject to specific agreement. Revenue is recognized over time when the service is performed, in accordance with the terms of the contractual arrangement. Out-of-pocket expenses are charged on to clients and are recognised as turnover.

Deferred revenue primarily comprises payments from clients for which services have not yet been performed. These unearned revenues are deferred and recognised as future contract costs are incurred and performance obligations are met as per the contractual arrangements.

Intangible assets

Intangible assets with finite useful lives are carried at cost less accumulated amortization and accumulated impairment losses. Amortization is recognised on a straight-line basis over their estimated useful lives. Software has a useful life of 2 years and is amortized on a straight-line basis. The estimated useful life and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on prospective basis.

Tangible fixed assets

Tangible fixed assets are stated at cost less accumulated depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost less estimated residual value of each asset on a straight-line basis over its expected useful life, as follows:

Computer hardware: 3 years

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

Financial instruments

The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.

Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument.

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

The company’s policies for its major classes of financial assets and financial liabilities are set out

below.

Financial assets

Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, and intercompany financing are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.

Financial liabilities

Basic financial liabilities, including trade and other creditors, bank loans, loans from fellow ground 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

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

Impairment of financial assets

Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

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

Derecognition of financial assets and financial liabilities

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Offsetting of financial assets and financial liabilities

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Taxation

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 balance sheet date.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each balance sheet 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 based on tax laws and rates that have been enacted or substantively enacted at the balance sheet date. Deferred tax is charged or credited the profit and loss account, except when it relates to items charged or credited in other comprehensive income, in which case the deferred tax is also dealt with in other comprehensive income.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

Retirement benefit costs

Payments to the Company's defined contribution pension scheme are charged to the profit and loss account as they become payable. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the balance sheet.

Foreign currencies

The financial statements are presented in pounds sterling, which is the currency of the primary economic environment in which the Company operates (its functional currency).

Transactions in currencies other than the Company's functional currency (foreign currencies) are recognised at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Exchange differences-are recognised in profit or loss in the period in which they arise.

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as deduction, net of tax, from proceeds.

Preference shares are classified as equity instruments where they do not impose a contractual obligation to deliver cash or another financial asset to the holder. Dividends payable on equity preference shares are recognised directly in equity when declared and are not accrued as liabilities.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 7 (2024 - 8 ) .

4.	INTANGIBLE FIXED ASSETS

Computer

software

£

COST

At 1 January 2025

and 31 December 2025

22,086

AMORTISATION

At 1 January 2025

21,259

Amortisation for year

827

At 31 December 2025

22,086

NET BOOK VALUE

At 31 December 2025

-

At 31 December 2024

827

5.	TANGIBLE FIXED ASSETS

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 January 2025

50,323

40,217

90,540

Disposals

(50,323

)

(14,928

)

(65,251

)

At 31 December 2025

-

25,289

25,289

DEPRECIATION

At 1 January 2025

50,323

31,138

81,461

Charge for year

-

4,129

4,129

Eliminated on disposal

(50,323

)

(14,928

)

(65,251

)

At 31 December 2025

-

20,339

20,339

NET BOOK VALUE

At 31 December 2025

-

4,950

4,950

At 31 December 2024

-

9,079

9,079

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

106,788

15,333

Amounts owed by group undertakings

-

2,350,315

Other debtors

12,718

29,769

Prepayments and accrued income

10,335

29,335

Deferred tax asset

Other timing differences

3,957

3,860

133,798

2,428,612

Included within amounts owed by Group undertakings is a balance of £nil (2024: £2,350,315), which is an inter-group loan with a former Group company in relation to the cash pooling arrangement, and attracted an interest rate of 5.1159% as at 31 December 2024.

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

43,767

28,330

Amounts owed to group undertakings

-

10,600

Taxation

108,152

59,039

Social security and other taxes

35,577

36,729

Other creditors

7,005

-

Directors' current accounts

312

-

Accruals

49,589

76,871

Deferred income

4,500

5,633

248,902

217,202

8.	CALLED UP SHARE CAPITAL

2025

2024

£

£

Authorised:

500,000 ordinary shares of £1 each

500,000

500,000

Called up, allotted, and fully paid:

11,278 ordinary shares of £1 each

11,278

11,278

1 redeemable preference share of £1 each

1

-

11,279

11,278

The preference shares have the following conditions attached:

-

The preference shareholder does not have any voting rights.

-

100% of available profits for distribution must be distributed to the preference shareholder up to the preference amount, before it is distributed to the ordinary shareholder.

-

Any distribution of surplus assets resulting from a repayment of capital shall be applied first to the holder of the preference share, in priority to the holder of the ordinary shares.

The preference share can be redeemed in each case:

-

at any time after the date which is five years after the adoption date, if the holder of the preference share has received distributions equal in aggregate to the preference amount; or

-

on completion of a sale provided the holder has received by way of distribution or payment, the preference amount, and in the case of an eligible sale, the additional return amount.

Share based payments

The equity-settled share-based payment plans ceased at the date of the change of control, 5 December 2025. The company charged £nil to the profit and loss account in the year ended 31 December 2025 (2024: £nil) in relation to equity-settled share-based payments and there was £nil (2024: £nil) in creditors in relation to these incentive plans.

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Richard Behan FCA (Senior Statutory Auditor)

for and on behalf of Kingswood Allotts Limited, Statutory Auditor

10.	POST BALANCE SHEET EVENTS

There have been no events subsequent to 31 December 2025 which require adjustment of or disclosure in the financial statements.

11.	ULTIMATE CONTROLLING PARTY

From 5 December 2025, Mr S Emery was the ultimate controlling party.

Prior to this date, WPP Group (UK) Limited, a Company incorporated in the United Kingdom and registered in England and Wales, was the immediate parent Company and WPP plc, a Company incorporated in Jersey, was the ultimate parent Company and the ultimate controlling party.

The parent undertaking of the largest Group of undertakings for which Group financial statements are drawn up and of which the Company was a member is WPP plc, registered at 13 Castle Street, St Relier, Jersey, JEl lES. The parent undertaking of the smallest such Group is Lexington International B.V., registered in the Netherlands.

Copies of the financial statements of WPP plc are available at www.wppinvestor.com.

Copies of the financial statements of Lexington International B.V. can be obtained from its registered address at Wilhelminaplein 10, 3072 DE Rotterdam, Netherlands or Sea Containers House, 18 Upper Ground, London; SEl 9GL.

12.	FIRST YEAR ADOPTION

1.1.24

31.12.

24

£

£

Equity as reported under FRS 101

2,046,297

2,221,316

Equity as restated under FRS 102

2,046,297

2,221,316