Company registration number NI671469 (Northern Ireland)
WF RISK GROUP (HOLDINGS) LTD
GROUP ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
WF RISK GROUP (HOLDINGS) LTD
COMPANY INFORMATION
Directors
Mr M A Willis
Mr C Willis
Mr R W Willis
Mr S J Willis
Company number
NI671469
Registered office
Newsletter Building
55-59 Donegall Street
Belfast
BT1 2FH
Auditor
GMcG Lisburn
Century House
40 Crescent Business Park
Lisburn
BT28 2GN
Business address
Newsletter Building
55-59 Donegall Street
Belfast
BT1 2FH
Bankers
Danske Bank
Donegall Square West
Belfast
BT1 6JS
Solicitors
Davidson McDonnell
Longbridge House
24 Waring Street
Belfast
BT1 2DX
Ferguson & Co Solicitors
7th Floor, Causeway Tower
9 James Street South
Belfast
BT2 8DN
WF RISK GROUP (HOLDINGS) LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 10
Group income statement
11
Group statement of comprehensive income
12
Group statement of financial position
13 - 14
Company statement of financial position
15
Group statement of changes in equity
16
Company statement of changes in equity
17
Group statement of cash flows
18
Company statement of cash flows
19
Notes to the financial statements
20 - 40
WF RISK GROUP (HOLDINGS) LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Fair review of the business

The directors aim to present a balanced and comprehensive review of the development and performance of the business during the period and its position as at 31 December 2025. The directors' review is consistent with the size and nature of the business and is written in the context of the risks and uncertainties the company faces.

 

The directors consider turnover and operating profit to be the key performance indicators and most effective measures to evaluate the performance of the business. Group turnover remained consistent on the prior year at £16.2m (2024 - £16.3m) with the group generating an operating profit of £5.4m (2024 - £5.3m).

 

The group returned profit before tax of £6.1m (2024 - £4.3m), this includes gains of £1.78m on the disposal of Arden UW Limited and Generation Underwriting Management Limited, subsidiary undertakings.

 

The group has net assets at the balance sheet date of £9.0m (2024 - £6.2m). The results of the group are achieved by high client retention levels and market share growth.

 

The results for the period and financial position at the period end are welcomed by the directors.

 

Principal risks and uncertainties

Regulatory & compliance risk

There is the risk of financial loss, regulatory sanctions or reputational damage as a result of non-compliance with applicable laws and regulations. The group companies are regulated by the Financial Conduct Authority or Central Bank of Ireland and therefore subject to their rules and regulations including regulations in respect of client money handling and the minimum capital requirement. The group manages this risk through an established control framework which is led by the in-house Compliance Officer and supported by third party risk consultants. Further significant investment has been made in appropriate IT systems and staff training to ensure the group fulfils all of its compliance and regulatory duties.

 

Financial risk

Performance of the group is affected by the general economic environment as well as sectoral factors impacting the worldwide insurance market. Financial performance is also dependent on customer retention and the ability of the business to achieve its new business targets on an annual basis. These risks are mitigated by the implementation of detailed revenue budgets which are subject to ongoing monitoring throughout the year. The board monitors performance on an ongoing basis and implement new policies and initiatives on a timely basis where corrective action is required.

 

Operational risk

There is the risk that operational issues in respect of human error, fraud, loss of key personnel, failure of IT systems, inadequate internal control or other operational issues may adversely impact the performance of the business. These risks are mitigated by the implementation of formal employee policies and procedure manuals and also adequate IT controls and procedures including disaster recovery plan. The group employs on a full time basis qualified IT personnel and Employment Law specialists.

 

Credit risk

There is risk that a counterparty to a financial transaction will be unable to pay amounts when they fall due. The risk is mitigated through the implementation of a strong credit control framework. All credit funds are held in banks with strong credit ratings which are reviewed annually by the group.

WF RISK GROUP (HOLDINGS) LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Development and Performance

The directors are committed to long term creation of shareholder value by increasing market share through organic economic growth.

 

Further successful implementation of this growth strategy combined with achievements of improvements in cost savings has resulted in the satisfactory results in the period ended 31 December 2025, despite the sector remaining highly competitive. While the incoming year is likely to continue to be challenging, results are satisfactory and the directors expect another year of good progress.

On behalf of the board

Mr R W Willis
Director
23 September 2026
WF RISK GROUP (HOLDINGS) LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

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

Principal activities

The principal activity of the company and group continued to be that of an insurance broking agent.

Results and dividends

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £817,519. The directors do not recommend payment of a further 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 M A Willis
Mr C Willis
Mr R W Willis
Mr S J Willis
Statement of directors' responsibilities

The directors are responsible for preparing the strategic report, directors 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 group and company, and of the profit or loss of the group for that period. 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 group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

WF RISK GROUP (HOLDINGS) LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company 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 auditor of the company is aware of that information.

On behalf of the board
Mr R W Willis
Director
23 September 2026
WF RISK GROUP (HOLDINGS) LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF WF RISK GROUP (HOLDINGS) LTD
- 5 -
Opinion

We have audited the financial statements of WF Risk Group (Holdings) Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group income statement, the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company 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 group and parent 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 group's and parent 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.

WF RISK GROUP (HOLDINGS) LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WF RISK GROUP (HOLDINGS) LTD
- 6 -

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:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their 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:

WF RISK GROUP (HOLDINGS) LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WF RISK GROUP (HOLDINGS) LTD
- 7 -
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 group's and parent 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 group or parent 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.

WF RISK GROUP (HOLDINGS) LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WF RISK GROUP (HOLDINGS) LTD
- 8 -
Extent to which the audit was considered capable of detecting irregularities, including fraud

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

In identifying and assessing potential risks of material misstatement in respect of irregularities, including fraud and non-compliances with laws and regulations, we considered the following:

As a result of these procedures, we considered the opportunities and incentives that may exist within the company and group for fraud and identified the greatest potential for fraud in revenue recognition. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the company and group operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the Companies Act 2006, and local tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company and group's ability to operate or to avoid a material penalty.

WF RISK GROUP (HOLDINGS) LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WF RISK GROUP (HOLDINGS) LTD
- 9 -
Audit response to risks identified

Our procedures to respond to the risks identified included the following:

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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. In addition, as with any audit, there remains a higher risk of non-detection of irregularities, as they may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. 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.

WF RISK GROUP (HOLDINGS) LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WF RISK GROUP (HOLDINGS) LTD
- 10 -

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Mr Stephen Houston FCA (Senior Statutory Auditor)
For and on behalf of GMcG Lisburn
23 September 2026
Chartered Accountants
Statutory Auditor
Century House
40 Crescent Business Park
Lisburn
BT28 2GN
WF RISK GROUP (HOLDINGS) LTD
GROUP INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
2025
2024
Notes
£
£
Turnover
3
16,227,179
16,314,418
Administrative expenses
(10,815,446)
(11,061,044)
Other operating income
32,707
70,295
Operating profit
4
5,444,440
5,323,669
Amortisation of goodwill
(1,253,853)
(1,313,711)
Interest receivable and similar income
8
185,936
169,907
Interest payable and similar expenses
9
(185,431)
(143,990)
Gains and losses on investments
10
131,272
265,566
Gain on disposal of subidaries
1,780,146
Profit before taxation
6,102,510
4,301,441
Tax on profit
11
(1,612,869)
(1,397,967)
Profit for the financial year
4,489,641
2,903,474
Profit for the financial year is attributable to:
- Owners of the parent company
4,163,245
2,887,323
- Non-controlling interests
326,396
16,151
4,489,641
2,903,474
WF RISK GROUP (HOLDINGS) LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
2025
2024
£
£
Profit for the year
4,489,641
2,903,474
Other comprehensive income
Currency translation gain/(loss) taken to retained earnings
27,009
(24,859)
Total comprehensive income for the year
4,516,650
2,878,615
Total comprehensive income for the year is attributable to:
- Owners of the parent company
4,190,254
2,862,464
- Non-controlling interests
326,396
16,151
4,516,650
2,878,615
WF RISK GROUP (HOLDINGS) LTD
GROUP STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 13 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
13
18,074,389
19,687,549
Other intangible assets
13
421,265
481,445
Total intangible assets
18,495,654
20,168,994
Tangible assets
14
378,798
371,648
Investment property
15
380,000
380,000
Investments
16
3,642,138
2,255,618
22,896,590
23,176,260
Current assets
Debtors
19
15,611,863
16,715,018
Cash at bank and in hand
20
11,430,350
10,673,086
27,042,213
27,388,104
Creditors: amounts falling due within one year
21
(18,039,663)
(21,139,014)
Net current assets
9,002,550
6,249,090
Total assets less current liabilities
31,899,140
29,425,350
Creditors: amounts falling due after more than one year
22
(22,088,051)
(22,937,281)
Provisions for liabilities
Deferred tax liability
24
49,724
49,638
(49,724)
(49,638)
Net assets
9,761,365
6,438,431
WF RISK GROUP (HOLDINGS) LTD
GROUP STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2025
31 December 2025
2025
2024
Notes
£
£
£
£
- 14 -
Capital and reserves
Called up share capital
26
1,010
1,010
Share premium account
27
765,951
765,951
Profit and loss reserves
28
8,994,404
5,621,669
Equity attributable to owners of the parent company
9,761,365
6,388,630
Non-controlling interests
-
0
49,801
9,761,365
6,438,431
The financial statements were approved by the board of directors and authorised for issue on 23 September 2026 and are signed on its behalf by:
23 September 2026
Mr R W Willis
Director
Company registration number NI671469 (Northern Ireland)
WF RISK GROUP (HOLDINGS) LTD
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 15 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
16
24,290,890
24,282,809
Current assets
Debtors
19
10,660,984
7,102,073
Cash at bank and in hand
23,282
4,954
10,684,266
7,107,027
Creditors: amounts falling due within one year
21
(3,833,400)
(6,618,132)
Net current assets
6,850,866
488,895
Total assets less current liabilities
31,141,756
24,771,704
Creditors: amounts falling due after more than one year
22
(21,756,406)
(22,106,406)
Net assets
9,385,350
2,665,298
Capital and reserves
Called up share capital
26
1,010
1,010
Share premium account
27
765,951
765,951
Profit and loss reserves
28
8,618,389
1,898,337
Total equity
9,385,350
2,665,298

As permitted by S408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £7,537,571 (2024 - £1,769,401 profit).

The financial statements were approved by the board of directors and authorised for issue on 23 September 2026 and are signed on its behalf by:
23 September 2026
Mr R W Willis
Director
Company Registration No. NI671469
WF RISK GROUP (HOLDINGS) LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
Share capital
Share premium account
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
Balance at 1 January 2024
1,010
765,951
3,514,012
4,280,973
33,650
4,314,623
Year ended 31 December 2024:
Profit for the year
-
-
2,887,323
2,887,323
16,151
2,903,474
Other comprehensive income:
Currency translation differences
-
-
(24,859)
(24,859)
-
(24,859)
Total comprehensive income
-
-
2,862,464
2,862,464
16,151
2,878,615
Dividends
12
-
-
(754,807)
(754,807)
-
(754,807)
Balance at 31 December 2024
1,010
765,951
5,621,669
6,388,630
49,801
6,438,431
Year ended 31 December 2025:
Profit for the year
-
-
4,163,245
4,163,245
326,396
4,489,641
Other comprehensive income:
Currency translation differences
-
-
27,009
27,009
-
27,009
Total comprehensive income
-
-
4,190,254
4,190,254
326,396
4,516,650
Dividends
12
-
-
(817,519)
(817,519)
-
(817,519)
Derocognition of non-controlling interests on disposal of subsidiary
-
-
-
-
(376,197)
(376,197)
Balance at 31 December 2025
1,010
765,951
8,994,404
9,761,365
-
0
9,761,365
WF RISK GROUP (HOLDINGS) LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
1,010
765,951
883,743
1,650,704
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
1,769,401
1,769,401
Dividends
12
-
-
(754,807)
(754,807)
Balance at 31 December 2024
1,010
765,951
1,898,337
2,665,298
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
7,537,571
7,537,571
Dividends
12
-
-
(817,519)
(817,519)
Balance at 31 December 2025
1,010
765,951
8,618,389
9,385,350
WF RISK GROUP (HOLDINGS) LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
34
8,057,777
6,624,806
Interest paid
(185,431)
(143,990)
Income taxes paid
(1,599,947)
(2,129,868)
Net cash inflow from operating activities
6,272,399
4,350,948
Investing activities
Purchase of subsidary
(261,491)
(1,127,786)
Purchase of tangible fixed assets
(142,734)
(97,776)
Proceeds from disposal of tangible fixed assets
-
5,583
Proceeds from disposal of subsidiaries, net of cash disposed
917,677
-
Purchase of investments
(2,386,884)
(506,525)
Proceeds from disposal of investments
1,131,636
2,508,798
Loans advanced
(2,625,378)
Interest received
180,425
164,238
Dividends received
5,511
5,669
Net cash (used in)/generated from investing activities
(3,181,238)
952,201
Financing activities
Repayment of preference shares
(350,000)
(283,527)
Proceeds from new bank loans
-
413,326
Repayment of bank loans
(1,206,788)
(806,506)
Dividends paid to equity shareholders
(817,519)
(754,807)
Net cash used in financing activities
(2,374,307)
(1,431,514)
Net increase in cash and cash equivalents
716,854
3,871,635
Cash and cash equivalents at beginning of year
10,673,086
6,264,270
Effect of foreign exchange rates
40,410
(16,431)
Cash acquired on purchase of subsidary
-
553,612
Cash and cash equivalents at end of year
11,430,350
10,673,086
WF RISK GROUP (HOLDINGS) LTD
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
36
(3,247,621)
(803,831)
Income taxes paid
(482,228)
(620,555)
Net cash outflow from operating activities
(3,729,849)
(1,424,386)
Investing activities
Disposal of investments
-
0
700,000
Purchase of investments
-
0
(2,358)
Loans advanced
(2,625,378)
-
0
Interest received
907
-
0
Dividends received
7,540,167
1,741,968
Net cash generated from investing activities
4,915,696
2,439,610
Financing activities
Repayment of preference shares
(350,000)
(283,527)
Dividends paid to equity shareholders
(817,519)
(754,807)
Net cash used in financing activities
(1,167,519)
(1,038,334)
Net increase/(decrease) in cash and cash equivalents
18,328
(23,110)
Cash and cash equivalents at beginning of year
4,954
28,064
Cash and cash equivalents at end of year
23,282
4,954
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
1
Accounting policies
Company information

WF Risk Group (Holdings) Ltd (“the company”) is a private limited company domiciled and incorporated in Northern Ireland. The registered office is Newsletter Building, 55-59 Donegall Street, Belfast, BT1 2FH.

 

The group consists of WF Risk Group (Holdings) Ltd and all of its subsidiaries.

 

The company's and the group's principal activities and nature of its operations are disclosed in the directors' Report.

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, modified to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company WF Risk Group (Holdings) Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have 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.

1.4
Turnover

Turnover represents amounts receivable for commission on premiums paid to insurance companies, together with consultancy and other fees.

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies (Continued)
- 21 -

Insurance transactions, client money and insurer money

Insurance transactions arise from the settlement of transactions with insurance companies on behalf of insurance intermediaries who are members of the network. A debtor balance representing amounts owing from individual customers is recognised when the member arranges a policy, along with a creditor balance representing amounts due to the ultimate insurance provider and commissions earned by the group companies. That element of commission earned by the group companies is recognised in the profit and loss account at the effective date of the policy.

 

Insurance broking debtors and creditors are reported in accordance with the requirements of FRS 102. The standard precludes assets and liabilities being offset unless net settlement is legally enforceable, and as a result the insurance broking debtors and creditors have been shown as the gross amounts due in respect of each contract, instead of the net amount due to or from clients and underwriters.

 

The insurance broking account relates to money held by the group companies in client money accounts for future settlement of insurance transactions.

1.5
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10-20 years.

1.6
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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

Intangible Assets (trade names and customer list)
10% Straight Line
1.7
Tangible fixed assets

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

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

Leasehold improvements
25% Straight Line
Fixtures and fittings
25% Straight Line
Computers
25% Straight Line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies (Continued)
- 22 -
1.8
Investment properties

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

Fixed asset investments are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in net income/(expenditure) for the year. Transaction costs are expensed as incurred.

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs. The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
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.

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies (Continued)
- 23 -
1.12
Financial instruments

The group 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 group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

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

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

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

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group 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 group after deducting all of its liabilities.

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies (Continued)
- 24 -
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 group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group 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 group.

1.14
Taxation

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

Current tax

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

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.

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies (Continued)
- 25 -
1.15
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.

1.16
Retirement benefits

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

1.17
Leases

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

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.19
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Judgements and key sources of estimation uncertainty (Continued)
- 26 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Debtors

Short term debtors are measured at transaction price, less any impairment. Impairment of such debtors involves some estimation uncertainty.

Fixed assets

The annual depreciation charge on fixed assets depends primarily on the estimated lives of each type of asset and estimates of residual values. The directors regularly review these asset lives and change them as necessary to reflect current thinking on remaining lives in light of prospective economic utilisation and physical condition of the assets concerned. Changes in asset lives can have a significant impact on depreciation and amortisation charges for the period. Detail of the useful lives is included in the accounting policies.

Taxation

Judgements are made in relation to the calculation of certain aspects of the year end tax provisions and the respective tax charge. The management used external professional advice to support the year end provisions.

Investment properties

Fair value is determined annually and derived from the current market rents and investment property yields for comparable real estate. Valuation involves some estimation uncertainty but is based on periodic advice from independent valuers.

3
Turnover
2025
2024
£
£
Turnover analysed by class of business
Insurance transactions
15,788,918
15,910,699
Consultancy fees
438,261
403,719
16,227,179
16,314,418

The group operates in the United Kingdom and the Republic of Ireland. Turnover attributable to operations in the Republic of Ireland totalled £803,896 (2024 - £546,939) during the period. The remainder is attributable to operations in the United Kingdom.

4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
24,707
(23,771)
Government grants
(2,672)
(1,556)
Depreciation of tangible fixed assets
113,341
130,188
(Profit)/loss on disposal of tangible fixed assets
-
85
Amortisation of intangible assets
1,314,033
1,373,892
Operating lease charges
528,566
575,756
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
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 group and company
5,400
5,400
Audit of the financial statements of the company's subsidiaries
41,540
41,043
46,940
46,443
6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
135,257
96,141
Company pension contributions to defined contribution schemes
48,000
48,000
183,257
144,141

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

7
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Directors
4
4
4
4
Administrative
146
149
-
-
Total
150
153
4
4

Their aggregate remuneration comprised:

Group
2025
2024
£
£
Wages and salaries
6,443,754
6,767,220
Social security costs
816,788
751,778
Pension costs
351,183
356,015
7,611,725
7,875,013
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 28 -
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
70,346
129,977
Other interest income
110,079
34,261
Total interest revenue
180,425
164,238
Other income from investments
Dividends received
5,511
5,669
Total income
185,936
169,907
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
70,346
129,977
Dividends from financial assets measured at fair value through profit or loss
5,511
5,669
9
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
52,384
142,268
Other interest on financial liabilities
-
1,722
52,384
143,990
Other finance costs:
Other interest
133,047
-
Total finance costs
185,431
143,990
10
Fair value gains and losses on investments
2025
2024
£
£
Fair value gains/(losses) on financial instruments
Loss on financial assets held at fair value through profit or loss
(69,467)
(48,438)
Other gains/(losses)
Gain on disposal of fixed asset investments
200,739
314,004
131,272
265,566
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
11
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
1,389,726
1,388,514
Adjustments in respect of prior periods
185,333
970
Total UK current tax
1,575,059
1,389,484
Foreign current tax on profits for the current period
30,131
13,005
Total current tax
1,605,190
1,402,489
Deferred tax
Origination and reversal of timing differences
7,679
(4,522)
Total tax charge
1,612,869
1,397,967

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
6,102,510
4,301,441
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
1,525,628
1,075,360
Effects of:
Expenses that are not deductible in determining taxable profit
69,501
71,779
Income not taxable in determining taxable profit
(323)
-
0
Gains not taxable
(405,936)
(148,842)
Unutilised tax losses carried forward
-
0
(1,167)
Adjustments in respect of prior years
185,333
970
Permanent capital allowances in excess of depreciation
-
0
(7,739)
Deferred tax adjustments in respect of prior years
7,679
-
0
Dividend income
(1,378)
(1,417)
Chargeable gains
14,699
78,450
Timing differences
(3,006)
2,146
Consolidation adjustment
220,672
328,427
Taxation charge in the financial statements
1,612,869
1,397,967
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
12
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Interim paid
817,519
754,807
13
Intangible fixed assets
Group
Goodwill
Intangible Assets (trade names and customer list)
Total
£
£
£
Cost
At 1 January 2025
24,628,001
601,807
25,229,808
Disposals
(598,577)
-
0
(598,577)
At 31 December 2025
24,029,424
601,807
24,631,231
Amortisation and impairment
At 1 January 2025
4,940,452
120,362
5,060,814
Amortisation charged for the year
1,253,853
60,180
1,314,033
Disposals
(239,270)
-
0
(239,270)
At 31 December 2025
5,955,035
180,542
6,135,577
Carrying amount
At 31 December 2025
18,074,389
421,265
18,495,654
At 31 December 2024
19,687,549
481,445
20,168,994
The company had no intangible fixed assets at 31 December 2025 or 31 December 2024.
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 31 -
14
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 January 2025
62,454
454,755
339,355
856,564
Additions
-
0
17,148
125,586
142,734
Disposals
-
0
(66,956)
(1,429)
(68,385)
Exchange adjustments
-
0
743
349
1,092
At 31 December 2025
62,454
405,690
463,861
932,005
Depreciation and impairment
At 1 January 2025
59,569
199,568
225,779
484,916
Depreciation charged in the year
2,885
46,874
63,582
113,341
Eliminated in respect of disposals
-
0
(44,376)
(1,429)
(45,805)
Exchange adjustments
-
0
681
74
755
At 31 December 2025
62,454
202,747
288,006
553,207
Carrying amount
At 31 December 2025
-
0
202,943
175,855
378,798
At 31 December 2024
2,885
255,187
113,576
371,648
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.
15
Investment property
Group
Company
2025
2025
£
£
Fair value
At 1 January 2025 and 31 December 2025
380,000
-

Investment property comprises of two apartments in Belfast city centre. The fair value of the investment property has been arrived at on the basis of a valuation carried out by the directors. The valuation was made on an open market value basis by reference to market evidence for similar properties.

16
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
17
-
0
-
0
24,025,870
24,025,870
Listed investments
3,578,137
2,191,617
204,769
196,688
Unlisted investments
64,001
64,001
60,251
60,251
3,642,138
2,255,618
24,290,890
24,282,809
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
16
Fixed asset investments (Continued)
- 32 -
Movements in fixed asset investments
Group
Investments
£
Cost or valuation
At 1 January 2025
2,255,618
Additions
2,386,889
Valuation changes
(69,467)
Disposals
(930,902)
At 31 December 2025
3,642,138
Carrying amount
At 31 December 2025
3,642,138
At 31 December 2024
2,255,618

Investments include £1,820,140 (2024: £577,344) which constitutes restricted client money and insurance money and is not available to pay the general debts of the group.

Movements in fixed asset investments
Company
Shares in subsidiaries
Other investments
Total
£
£
£
Cost or valuation
At 1 January 2025
24,025,870
256,939
24,282,809
Additions
-
418
418
Valuation changes
-
7,663
7,663
At 31 December 2025
24,025,870
265,020
24,290,890
Carrying amount
At 31 December 2025
24,025,870
265,020
24,290,890
At 31 December 2024
24,025,870
256,939
24,282,809
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 33 -
17
Subsidiaries

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

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Indirect
WF Risk Group Limited
a)
Holding company
Ordinary
100.00
-
Willis & Company (Insurance Brokers) Limited
a)
Insurance broking agents
Ordinary
0
100.00
Willis Employment Services Limited
a)
Provision of human resources fuctions and manaagement
Ordinary
0
100.00
Willis & Company (Financial Services) Limited
a)
Dormant
Ordinary
0
100.00
WF Risk Insurance Brokers Designated Activity Company
b)
Insurance broking agents
Ordinary
0
100.00
Kennett Holdings Limited
c)
Holding company
Ordinary
0
100.00
Arden Insurance Brokers Limited
c)
Insurance broking agents
Ordinary
0
100.00
Kennett Insurance Brokers Limited
d)
Insurance broking agents
Ordinary
0
100.00
Compass Insurance Brokers Limited
b)
Insurance broking agents
Ordinary
0
100.00

Registered office addresses (all UK unless otherwise indicated):

a)
55-59 Donegal Street, Belfast, BT1 2FH, Northern Ireland
b)
The Wilde, 53 Merrion Square South, Dublin, D02 PR63, Ireland
c)
63 St Mary Axe, London, England, EC3A 8AA
d)
Owen Avenue, Priory Park, Hessle, East Yorkshire, HU13 9PD, England
18
Financial instruments
Group
Company
2025
2024
2025
2024
£
£
£
£
Carrying amount of financial assets include:
Instruments measured at fair value through profit or loss
3,578,137
2,191,617
204,769
196,686

Instruments measured at fair value comprise of listed and unlisted investments.

19
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
6,639,791
10,827,579
-
0
-
0
Corporation tax recoverable
1,921,485
1,160,206
1,921,485
1,102,274
Amounts owed by group undertakings
-
0
-
0
2,691,047
2,407,073
Other debtors
197,255
353,426
29,959
199,611
Directors' current accounts
6,018,493
3,393,115
6,018,493
3,393,115
Prepayments and accrued income
834,839
980,692
-
0
-
0
15,611,863
16,715,018
10,660,984
7,102,073

Included within trade debtors above is £6,382,154 (2024 - £9,582,105) in relation to insurance transactions.

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 34 -
20
Cash at bank in hand

Cash at bank includes £8,579,692 (2024 - £7,607,286) which constitutes restricted client money and is not available to pay the general debts of the group.

21
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
23
85,466
874,311
-
0
-
0
Redeemable preference shares
23
200,000
200,000
200,000
200,000
Trade creditors
14,948,919
17,398,276
-
0
5,686
Amounts owed to group undertakings
-
0
-
0
2,808,989
5,930,139
Corporation tax payable
1,293,611
595,567
819,211
482,307
Other taxation and social security
274,324
262,460
-
0
-
0
Other creditors
205,962
410,041
-
0
-
0
Accruals and deferred income
1,031,381
1,398,359
5,200
-
0
18,039,663
21,139,014
3,833,400
6,618,132

Included within trade creditors above is £14,946,188 (2024 - £15,873,177) in relation to insurance transactions.

22
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
23
213,573
631,516
-
0
-
0
Other borrowings
23
21,756,406
22,106,406
21,756,406
22,106,406
Other creditors
118,072
199,359
-
0
-
0
22,088,051
22,937,281
21,756,406
22,106,406
Amounts included above which fall due after five years are as follows:
Payable other than by instalments
20,421,136
21,306,406
20,421,136
21,306,406
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 35 -
23
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
299,039
1,505,827
-
0
-
0
Redeemable preference shares
21,956,406
22,306,406
21,956,406
22,306,406
22,255,445
23,812,233
21,956,406
22,306,406
Payable within one year
285,466
1,074,311
200,000
200,000
Payable after one year
21,969,979
22,737,922
21,756,406
22,106,406

The bank facilities are secured on the investment properties held by the group together with an all monies composite guarantee in favour to Danske bank provided by following group undertakings: WF Risk Group (Holdings) Ltd, WF Risk Group Limited, Willis & Company (Insurance Brokers) Limited, Willis Employment Services Limited, Kennett Holdings Limited, Kennett Insurance Brokers Limited, Arden Insurance Brokers Limited and Generation Underwriting Management Limited. The group's bank loans are repayable quarterly at an interest rate of Bank of England base rate plus 2.75%. These loans have a repayment range of 2-4 years.

During the period 350,000 (2024 - 283,527) ordinary £1 redeemable preference shares were redeemed at nominal value for £350,000 (2024 - £283,527). Terms of redemption in relation to preference shares is detailed at note 26.

24
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
49,724
49,638
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
49,638
-
Charge to profit or loss
7,679
-
Transfer on disposal
(7,593)
-
Liability at 31 December 2025
49,724
-

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

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 36 -
25
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
351,183
356,015

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

 

There was a pension cost accrual of £71,067 (2024 - £58,640) at the period end.

26
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £1 each
1,000
1,000
1,000
1,000
Ordinary "A" Shares of £1 each
2
2
2
2
Ordinary "B" Shares of £1 each
2
2
2
2
Ordinary "C" Shares of £1 each
2
2
2
2
Ordinary "D" Shares of £1 each
2
2
2
2
Ordinary "E" Shares of £1 each
2
2
2
2
1,010
1,010
1,010
1,010
2025
2024
2025
2024
Preference share capital
Number
Number
£
£
Issued and fully paid
Redeemable preference shares of £1 each
21,956,406
22,306,406
21,956,406
22,306,406
Preference shares classified as liabilities
21,956,406
22,306,406

The company has six classes of equity shares - Ordinary £1 shares and Ordinary "A" to "E" £1 shares. The Ordinary "A" to "E" shares have no voting rights but have rights to dividends. The Ordinary £1 shares have full rights and entitle the owner to one vote at general meetings. Upon winding up all the ordinary shares rank below unsecured creditors.

 

The redeemable £1 preferences shares have no voting rights and are entitled to a preference dividend of 1%, unless waived by the holder. The number of preference shares which may be redeemed in any one financial year is approved by the board of directors.

 

350,000 (2024 - 283,527) £1 redeemable preference shares were redeemed at par value for £350,000 (2024 - £283,527) in the period. The redeemable preference shares are classed as debt in the financial statements.

27
Share premium account
Group
Company
2025
2024
2025
2024
£
£
£
£
At the beginning and end of the year
765,951
765,951
765,951
765,951
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 37 -
28
Profit and loss reserves
Group
Company
2025
2024
2025
2024
£
£
£
£
At the beginning of the year
5,621,669
3,514,012
1,898,337
883,743
Profit for the year
4,163,245
2,887,323
7,537,571
1,769,401
Dividends
(817,519)
(754,807)
(817,519)
(754,807)
Currency translation differences
27,009
(24,859)
-
0
-
0
At the end of the year
8,994,404
5,621,669
8,618,389
1,898,337
Group
Company
2025
2024
2025
2024
£
£
£
£
Non-distributable profits included above
At the beginning of the year
168,133
294,630
46,688
12,843
Non distributable profits in the year
(69,467)
(48,438)
7,663
33,845
At the end of the year
98,666
246,192
54,351
46,688
Distributable profits
8,895,738
5,375,477
8,564,038
1,851,649
29
Disposals

On 30 June 2025 the group disposed of its holding in Arden UW Group Ltd. Included in these financial statements are profits of £77,454 arising from the company's interests in Arden UW Group Ltd up to the date of its disposal.

 

Net assets disposed of
£
Cash and cash equivalents
958,530
Property, plant and equipment
22,580
Trade and other receivables
1,146,291
Trade and other payables
(2,355,168)
Tax liabilities
(27,888)
Deferred tax
(7,593)
(263,248)
Goodwill elminated on disposal
359,307
Gain on disposal
1,780,148
Total consideration
1,876,207
The consideration was satisfied by:
£
Cash
1,876,207
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 38 -
30
Operating lease commitments
As lessee

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

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
393,937
433,306
-
-
Years 2-5
913,350
421,124
-
-
1,307,287
854,430
-
-
31
Events after the reporting date

On 30 January 2026, Kennett Holdings Limited sold its holding of the entire share capital of Kennett Insurance Brokers Ltd.

32
Related party transactions
Remuneration of key management personnel

Key management includes the board of directors of the company. The compensation paid or payable to key management for employee services is shown in note 6.

Transactions with related parties

Directors' pension scheme

During the period Willis & Company (Insurance Brokers) Limited (a subsidiary undertaking) paid rent of £141,600 (2024: £141,600) to the directors' pension scheme. At the year end, the company owed the pension scheme £11,800 (2024: £11,800).

 

During the period Willis Employment Services Limited (a subsidiary undertaking) paid rent of £103,000 (2024: £103,000) to the directors' pension scheme. At the year end the directors pension scheme owed the company £Nil (2024: £nil).

33
Directors' transactions

Dividends totalling £817,519 (2024: £754,807) were paid in the year in respect of shares held by the company's directors.

Advances or credits have been granted by the group to its directors as follows:

Advances
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
DCA's
-
3,393,115
2,752,495
(127,117)
6,018,493
3,393,115
2,752,495
(127,117)
6,018,493
WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 39 -
34
Cash generated from group operations
2025
2024
£
£
Profit after taxation
4,489,641
2,903,474
Adjustments for:
Taxation charged
1,612,869
1,397,967
Finance costs
185,431
143,990
Investment income
(185,936)
(169,907)
(Gain)/loss on disposal of tangible fixed assets
-
85
Amortisation and impairment of intangible assets
1,314,033
1,373,892
Depreciation and impairment of tangible fixed assets
113,341
130,188
Gain on sale of investments
(200,739)
(314,004)
Other gains and losses
(1,710,679)
48,438
Movements in working capital:
Increase in debtors
(1,290,024)
(1,492,011)
Increase in creditors
3,729,840
2,602,694
Cash generated from operations
8,057,777
6,624,806
35
Analysis of changes in net debt - group
1 January 2025
Cash flows
Acquisitions and disposals
Exchange rate movements
31 December 2025
£
£
£
£
£
Cash at bank and in hand
10,673,086
1,675,384
(958,530)
40,410
11,430,350
Borrowings excluding overdrafts
(23,812,233)
1,556,788
-
-
(22,255,445)
(13,139,147)
3,232,172
(958,530)
40,410
(10,825,095)

Cash at bank includes £8,579,692 (2024 - £7,607,286) which constitutes restricted client money and is not available to pay the general debts of the group.

WF RISK GROUP (HOLDINGS) LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 40 -
36
Cash absorbed by operations - company
2025
2024
£
£
Profit after taxation
7,537,571
1,769,401
Adjustments for:
Taxation (credited)/charged
(79)
588
Investment income
(7,541,074)
(1,741,968)
Other gains and losses
(7,663)
(33,845)
Movements in working capital:
Increase in debtors
(114,740)
(3,188,293)
(Decrease)/increase in creditors
(3,121,636)
2,390,286
Cash absorbed by operations
(3,247,621)
(803,831)
37
Analysis of changes in net debt - company
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
4,954
18,328
23,282
Borrowings excluding overdrafts
(22,306,406)
350,000
(21,956,406)
(22,301,452)
368,328
(21,933,124)
2025-12-312025-01-01falsefalseCCH SoftwareCCH Accounts Production 2026.200Mr M A WillisMr C WillisMr R W WillisMr S J WillisfalseNI671469bus:Consolidated2025-01-012025-12-31NI6714692025-01-012025-12-31NI671469bus:Director12025-01-012025-12-31NI671469bus:Director22025-01-012025-12-31NI671469bus:Director32025-01-012025-12-31NI671469bus:Director42025-01-012025-12-31NI671469bus:RegisteredOffice2025-01-012025-12-31NI671469bus:Agent12025-01-012025-12-31NI671469bus:Agent22025-01-012025-12-31NI671469bus:Consolidated2025-12-31NI6714692025-12-31NI671469bus:Consolidated2024-01-012024-12-31NI6714692024-01-012024-12-31NI671469core:RetainedEarningsAccumulatedLossesbus:Consolidated2025-01-012025-12-31NI671469core:RetainedEarningsAccumulatedLossesbus:Consolidated2024-01-012024-12-31NI671469core:RetainedEarningsAccumulatedLosses2025-01-012025-12-31NI671469core:RetainedEarningsAccumulatedLosses2024-01-012024-12-31NI671469core:Goodwillbus:Consolidated2025-12-31NI671469core:Goodwillbus:Consolidated2024-12-31NI671469core:OtherResidualIntangibleAssetsbus:Consolidated2025-12-31NI671469core:OtherResidualIntangibleAssetsbus:Consolidated2024-12-31NI671469bus:Consolidated2024-12-31NI671469core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2025-12-31NI671469core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2024-12-31NI671469core:LeaseholdImprovementsbus:Consolidated2025-12-31NI671469core:FurnitureFittingsbus:Consolidated2025-12-31NI671469core:ComputerEquipmentbus:Consolidated2025-12-31NI671469core:LeaseholdImprovementsbus:Consolidated2024-12-31NI671469core:FurnitureFittingsbus:Consolidated2024-12-31NI671469core:ComputerEquipmentbus:Consolidated2024-12-31NI6714692024-12-31NI671469core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2025-12-31NI671469core:CurrentFinancialInstrumentsbus:Consolidated2024-12-31NI671469core:ShareCapitalbus:Consolidated2025-12-31NI671469core:ShareCapitalbus:Consolidated2024-12-31NI671469core:SharePremiumbus:Consolidated2025-12-31NI671469core:SharePremiumbus:Consolidated2024-12-31NI671469core:RetainedEarningsAccumulatedLossesbus:Consolidated2025-12-31NI671469core:RetainedEarningsAccumulatedLossesbus:Consolidated2024-12-31NI671469core:Non-controllingInterestsbus:Consolidated2025-12-31NI671469core:Non-controllingInterestsbus:Consolidated2024-12-31NI671469core:ShareCapital2025-12-31NI671469core:ShareCapital2024-12-31NI671469core:SharePremium2025-12-31NI671469core:SharePremium2024-12-31NI671469core:RetainedEarningsAccumulatedLosses2025-12-31NI671469core:RetainedEarningsAccumulatedLosses2024-12-31NI671469core:ShareCapitalbus:Consolidated2023-12-31NI671469core:SharePremiumbus:Consolidated2023-12-31NI6714692023-12-31NI671469core:ShareCapital2023-12-31NI671469core:SharePremium2023-12-31NI671469bus:Consolidated2023-12-31NI671469core:Goodwill2025-01-012025-12-31NI671469core:IntangibleAssetsOtherThanGoodwill2025-01-012025-12-31NI671469core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2025-01-012025-12-31NI671469core:LeaseholdImprovements2025-01-012025-12-31NI671469core:FurnitureFittings2025-01-012025-12-31NI671469core:ComputerEquipment2025-01-012025-12-31NI671469core:UKTaxbus:Consolidated2025-01-012025-12-31NI671469core:UKTaxbus:Consolidated2024-01-012024-12-31NI671469core:ForeignTaxbus:Consolidated2025-01-012025-12-31NI671469core:ForeignTaxbus:Consolidated2024-01-012024-12-31NI671469bus:Consolidated12025-01-012025-12-31NI671469bus:Consolidated12024-01-012024-12-31NI671469bus:Consolidated22025-01-012025-12-31NI671469bus:Consolidated22024-01-012024-12-31NI671469bus:Consolidated32025-01-012025-12-31NI671469bus:Consolidated32024-01-012024-12-31NI671469bus:Consolidated42025-01-012025-12-31NI671469bus:Consolidated42024-01-012024-12-31NI671469core:Goodwillbus:Consolidated2024-12-31NI671469core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2024-12-31NI671469bus:Consolidated2024-12-31NI671469core:Goodwillbus:Consolidated2025-01-012025-12-31NI671469core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2025-01-012025-12-31NI671469core:LeaseholdImprovementsbus:Consolidated2024-12-31NI671469core:FurnitureFittingsbus:Consolidated2024-12-31NI671469core:ComputerEquipmentbus:Consolidated2024-12-31NI671469core:LeaseholdImprovementsbus:Consolidated2025-01-012025-12-31NI671469core:FurnitureFittingsbus:Consolidated2025-01-012025-12-31NI671469core:ComputerEquipmentbus:Consolidated2025-01-012025-12-31NI671469core:ListedExchangeTradedbus:Consolidated2025-12-31NI671469core:ListedExchangeTradedbus:Consolidated2024-12-31NI671469core:ListedExchangeTraded2025-12-31NI671469core:ListedExchangeTraded2024-12-31NI671469core:UnlistedNon-exchangeTradedbus:Consolidated2025-12-31NI671469core:UnlistedNon-exchangeTradedbus:Consolidated2024-12-31NI671469core:UnlistedNon-exchangeTraded2025-12-31NI671469core:UnlistedNon-exchangeTraded2024-12-31NI671469core:Subsidiary12025-01-012025-12-31NI671469core:Subsidiary22025-01-012025-12-31NI671469core:Subsidiary32025-01-012025-12-31NI671469core:Subsidiary42025-01-012025-12-31NI671469core:Subsidiary52025-01-012025-12-31NI671469core:Subsidiary62025-01-012025-12-31NI671469core:Subsidiary72025-01-012025-12-31NI671469core:Subsidiary82025-01-012025-12-31NI671469core:Subsidiary92025-01-012025-12-31NI671469core:Subsidiary112025-01-012025-12-31NI671469core:Subsidiary222025-01-012025-12-31NI671469core:Subsidiary332025-01-012025-12-31NI671469core:Subsidiary442025-01-012025-12-31NI671469core:Subsidiary552025-01-012025-12-31NI671469core:Subsidiary662025-01-012025-12-31NI671469core:Subsidiary772025-01-012025-12-31NI671469core:Subsidiary882025-01-012025-12-31NI671469core:Subsidiary992025-01-012025-12-31NI671469core:CurrentFinancialInstrumentsbus:Consolidated2025-12-31NI671469core:CurrentFinancialInstruments2025-12-31NI671469core:CurrentFinancialInstruments2024-12-31NI671469core:WithinOneYearbus:Consolidated2025-12-31NI671469core:WithinOneYearbus:Consolidated2024-12-31NI671469core:CurrentFinancialInstrumentscore:WithinOneYear2025-12-31NI671469core:CurrentFinancialInstrumentscore:WithinOneYear2024-12-31NI671469core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2025-12-31NI671469core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2024-12-31NI671469core:Non-currentFinancialInstrumentscore:AfterOneYear2025-12-31NI671469core:Non-currentFinancialInstrumentscore:AfterOneYear2024-12-31NI671469core:Non-currentFinancialInstrumentsbus:Consolidated2025-12-31NI671469core:Non-currentFinancialInstrumentsbus:Consolidated2024-12-31NI671469core:Non-currentFinancialInstruments2025-12-31NI671469core:Non-currentFinancialInstruments2024-12-31NI671469core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2024-12-31NI671469core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated12025-12-31NI671469core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated12024-12-31NI671469core:Non-currentFinancialInstrumentscore:AfterOneYear22025-12-31NI671469core:Non-currentFinancialInstrumentscore:AfterOneYear22024-12-31NI671469bus:PrivateLimitedCompanyLtd2025-01-012025-12-31NI671469bus:FRS1022025-01-012025-12-31NI671469bus:Audited2025-01-012025-12-31NI671469bus:ConsolidatedGroupCompanyAccounts2025-01-012025-12-31NI671469bus:FullAccounts2025-01-012025-12-31xbrli:purexbrli:sharesiso4217:GBP