REGISTERED NUMBER: 04049238 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

QOLCOM LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

13

DIRECTORS:

K A C Reading

M Reading

H Rollett

SECRETARY:

M Reading

REGISTERED OFFICE:

1 Andromeda House

Calleva Park

Aldermaston

Reading

Berkshire

RG4 8AP

REGISTERED NUMBER:

04049238 (England and Wales)

AUDITORS:

Banks & Co Limited

Chartered Certified Accountants

1 Carnegie Road

Newbury

Berkshire

RG14 5DJ

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

Qolcom is an award-winning business based on "Transforming Enterprise through Digital Innovation" for Customers throughout the UK in three key areas:

1. Digital Workplace - enabling new, more effective ways of working; raising employee engagement

and agility; and exploiting consumer-oriented styles and IOT technologies.

2. Intelligent Network Infrastructure - Cognitive, adaptive, modern Local Area Network (LAN) and

Wi-Fi infrastructures that support organisations' digital evolution.

3. Security - Protecting networks, devices, users, and applications from digital attacks.

The Directors can report that the year ended 31 December 2025 proved to be a more challenging trading period with turnover decreasing from £17.6m to £12.4m in 2025.

RESULTS AND PERFORMANCE

The company has seen a reduction in profitability in 2025 with pre-tax profits of £598,182 (2024: £1,424,842). The principle causes of the reduction in revenue and profitability were (a) vertical markets we are traditionally strong in were greatly affected by increased cost, notably the Governments increase in national insurance leading to reduced budgets to cover the additional costs (b) the uncertainty surrounding the HPE Aruba & Juniper merger continued to disrupt sales and delay customer buying decisions and (c) the economy experienced minimal growth and the general feeling in the market was negative

All these factors are considered temporary with underlying demand and market position remaining strong with much improved trading expected in FY2026.

PRINCIPAL RISKS AND UNCERTAINTIES

Our operations can be affected by market and economic conditions, including exchange fluctuations since we are purchasing from overseas suppliers. Fluctuations in the supply and cost of products could negatively impact our financial results.

FINANCIAL KEY PERFORMANCE INDICATORS

The key performance indicators below compare the results for the year ended 31 December 2025 with the year ended 31 December 2024:-

2025

2024

£

£

Turnover

12,424,592

17,656,280

Gross Profit

4,371,723

5,893,569

Operating Profit

598,182

1,424,842

ON BEHALF OF THE BOARD:

K A C Reading - Director

11 September 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the integration of Digital Workplace Solutions, Intelligent Network Infrastructure and Cyber Security.

DIVIDENDS

The total distribution of dividends for the year ended 31 December 2025 will be £ 1,000,000 .

RESEARCH AND DEVELOPMENT

Expenditure on research and development is written off in the year in which it is incurred.

FUTURE DEVELOPMENTS

It is proposed that the company will transfer both its trade and net assets to its immediate parent company, Bechtle Ltd, in 2026.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

K A C Reading

M Reading

H Rollett

Other changes in directors holding office are as follows:

L J Needs - resigned 28 February 2025

S W Stevens - resigned 31 October 2025

E A Mccabe - resigned 31 October 2025

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Banks & Co Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

K A C Reading - Director

11 September 2026

Opinion

We have audited the financial statements of Qolcom Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page three, 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 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.

Auditors' 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 a Report of the Auditors 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:

-

Enquiry of management and those charged with governance around actual and potential litigation claims;

-

Enquiry of staff in compliance functions to identify any instances of non-compliance with laws and regulations;

-

Reviewing financial statements disclosure and testing to supporting documentation to assess compliance with applicable laws and regulations;

-

Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Richard Mark Lodge Taylor (Senior Statutory Auditor)

for and on behalf of Banks & Co Limited

Chartered Certified Accountants

1 Carnegie Road

Newbury

Berkshire

RG14 5DJ

11 September 2026

TURNOVER

3

12,424,592

17,656,280

Cost of sales

8,052,869

11,762,711

GROSS PROFIT

4,371,723

5,893,569

Administrative expenses

3,930,047

4,548,979

OPERATING PROFIT

6

441,676

1,344,590

Interest receivable and similar income

156,506

80,252

PROFIT BEFORE TAXATION

598,182

1,424,842

Tax on profit

8

153,191

64,045

PROFIT FOR THE FINANCIAL YEAR

444,991

1,360,797

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

444,991

1,360,797

FIXED ASSETS

Intangible assets

10

-

-

Tangible assets

11

-

4,919

-

4,919

CURRENT ASSETS

Stocks

12

35,899

25,591

Debtors

13

1,494,968

4,300,151

Cash at bank

7,007,723

6,783,730

8,538,590

11,109,472

CREDITORS

Amounts falling due within one year

14

2,509,728

4,530,520

NET CURRENT ASSETS

6,028,862

6,578,952

TOTAL ASSETS LESS CURRENT LIABILITIES

6,028,862

6,583,871

CAPITAL AND RESERVES

Called up share capital

16

40,483

40,483

Share premium

17

54,853

54,853

Retained earnings

17

5,933,526

6,488,535

SHAREHOLDERS' FUNDS

6,028,862

6,583,871

The financial statements were approved by the Board of Directors and authorised for issue on 11 September 2026 and were signed on its behalf by:

K A C Reading - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2024

37,038

5,127,738

47,962

5,212,738

Changes in equity

Issue of share capital

3,445

-

6,891

10,336

Total comprehensive income

-

1,360,797

-

1,360,797

Balance at 31 December 2024

40,483

6,488,535

54,853

6,583,871

Changes in equity

Dividends

-

(1,000,000

)

-

(1,000,000

)

Total comprehensive income

-

444,991

-

444,991

Balance at 31 December 2025

40,483

5,933,526

54,853

6,028,862

Cash flows from operating activities

Cash generated from operations

1

1,067,486

1,695,274

Tax paid

1

(857,708

)

Net cash from operating activities

1,067,487

837,566

Cash flows from investing activities

Interest received

156,506

80,252

Net cash from investing activities

156,506

80,252

Cash flows from financing activities

Share issue

-

10,336

Equity dividends paid

(1,000,000

)

-

Net cash from financing activities

(1,000,000

)

10,336

Increase in cash and cash equivalents

223,993

928,154

Cash and cash equivalents at beginning of year

2

6,783,730

5,855,576

Cash and cash equivalents at end of year

2

7,007,723

6,783,730

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit before taxation

598,182

1,424,842

Depreciation charges

4,919

5,467

Finance income

(156,506

)

(80,252

)

446,595

1,350,057

(Increase)/decrease in stocks

(10,308

)

151,455

Decrease/(increase) in trade and other debtors

2,805,183

(262,312

)

(Decrease)/increase in trade and other creditors

(2,173,984

)

456,074

Cash generated from operations

1,067,486

1,695,274

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

7,007,723

6,783,730

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

6,783,730

5,855,576

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank

6,783,730

223,993

7,007,723

6,783,730

223,993

7,007,723

Total

6,783,730

223,993

7,007,723

1.	STATUTORY INFORMATION

Qolcom Limited is a private company, limited by shares, registered in England and Wales. The company's registered number is 04049238 and its registered office is at 1 Andromeda House, Calleva Park, Aldermaston, Reading, Berkshire, RG4 8AP.

The Company's principal place of business is 3 King John House, Kingsclere Park, Kingsclere, RG20 4SW.

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts included in these financial statements are rounded to the nearest £.

It is proposed that the company's trade and net assets will be transferred to its immediate parent company, Bechtle Limited in 2026. As a result, the company is not expected to continue trading beyond that point. The financial statements have been prepared after giving due consideration to this proposed future event.

Going concern

The company has cash resources and access to other forms of finance. The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.

Having regard to the above, the directors believe it appropriate to adopt the going concern basis of accounting in preparing the financial statements.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from the sale of goods is recognised when the goods are made available for delivery or collection by the supplier, which is the point at which the risks and rewards of ownership pass to the buyer.

Revenue under 'Network as a Service' Contracts which comprise leasing of equipment, setup and support are recognised:

-

Assets leased under finance leases are recognised as a receivable amount, being aggregate of minimum lease payments receivable discounted to net present value, and finance element is charged to profit & loss on a systematic basis over the lease term.

-

Setup & support is recognised on a straight line basis over the term of the lease.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery

-

33% on cost

Fixtures and fittings

-

33% on cost

Computer equipment

-

33% on cost

The company's capitalisation policy is to only recognise capital expenditure with a cost in excess of £1,000.

Stocks

Stocks and work in progress are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Cost is calculated using the first-in, first-out method and includes all purchase, transport, and handling costs in bringing stocks to their present location and condition.

Work in progress includes labour and attributable overheads, where applicable.

Financial instruments

Basic financial assets, including stock, trade and other receivables, cash and bank balances, 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. Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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.

Impairment of financial assets

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

Derecognition of financial assets

Financial assets are derecognised 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

Basic financial liabilities, including trade and other payables, 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 receipts discounted at a market rate of interest.

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

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as noncurrent liabilities. Trade payables 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 liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.

TURNOVER

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

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

2,797,060

3,476,683

Social security costs

373,780

422,827

Other pension costs

87,095

248,530

3,257,935

4,148,040

The average number of employees during the year was as follows:

2025

2024

Management and Administration

9

10

Technical and Engineering

26

20

Sales

7

13

42

43

5.	DIRECTORS' EMOLUMENTS

2025

2024

£

£

Directors' remuneration

324,899

440,912

Directors' pension contributions to money purchase schemes

11,465

13,096

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

5

5

Information regarding the highest paid director is as follows:

2025

2024

£

£

Emoluments etc

94,618

100,944

Pension contributions to money purchase schemes

3,497

3,463

6.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Other operating leases

7,293

7,603

Depreciation - owned assets

4,919

5,467

Foreign exchange differences

9,246

19,183

7.	AUDITORS' REMUNERATION

2025

2024

£

£

Fees payable to the company's auditors for the audit of the company's financial statements

12,730

12,240

8.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

153,191

64,045

Tax on profit

153,191

64,045

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£

£

Profit before tax

598,182

1,424,842

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

149,546

356,211

Effects of:

Expenses not deductible for tax purposes

2,622

13,380

Depreciation in excess of capital allowances

1,023

1,114

respect of tax rates

respect of Research and

Adjustment to tax charge in respect of shares acquired under EMI

-

(306,660

)

Total tax charge

153,191

64,045

9.

DIVIDENDS

2025

2024

£

£

Ordinary A shares of 1p each

Interim

1,000,000

-

10.	INTANGIBLE FIXED ASSETS

Computer

software

£

COST

At 1 January 2025

and 31 December 2025

21,966

AMORTISATION

At 1 January 2025

and 31 December 2025

21,966

NET BOOK VALUE

At 31 December 2025

-

At 31 December 2024

-