Company registration number SC677766 (Scotland)
VYSUS HOLDINGS (UK) LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
VYSUS HOLDINGS (UK) LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 8
VYSUS HOLDINGS (UK) LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
Notes
£'000
£'000
£'000
£'000
Fixed assets
Investments
4
6
Current assets
Debtors
7
6,128
7
Cash at bank and in hand
4
5
6,132
12
Creditors: amounts falling due within one year
8
(7,627)
(46)
Net current liabilities
(1,495)
(34)
Net liabilities
(1,491)
(28)
Capital and reserves
Called up share capital
9
-
-
Profit and loss reserves
(1,491)
(28)
Total equity
(1,491)
(28)

The notes on pages 2 to 8 form part of these financial statements.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 December 2022 the company was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

The financial statements were approved by the board of directors and authorised for issue on 11 March 2024 and are signed on its behalf by:
D CLARK
David Clark
Director
Company registration number SC677766 (Scotland)
VYSUS HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
1
Accounting policies
Company information

Vysus Holdings (UK) Limited is a private company limited by shares incorporated in Scotland. The registered office is Proserv House, Prospect Road, Arnhall Business Park, Westhill, Scotland, AB32 6FJ.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

 

Vysus Holdings (UK) Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it. Exemptions have been taken in relation to financial instruments, intra­ group transactions, presentation of a cash flow statement, remuneration of key management personnel and related party transactions.

 

Vysus Holdings (UK) Limited is exempt by virtue of the provisions of section 400 of the Companies Act 2006 from the obligations of preparing a delivering consolidated financial statements. Its results are included in the consolidated financial statements of Vysus Group Holdings Limited, which are publicly available as detailed in note 12.

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 £'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

While the company has net liabilities, another group company, Vysus Group Holdings Limited, has agreed to provide support until Vysus Holdings (UK) Limited is able to repay those amounts. This support will be provided for a period of at least 12 months from the date of approval of these financial statements. With this support, the directors believe Vysus Holdings (UK) Limited is able to meet its liabilities as they fall due and the directors continue to adopt the going concern basis in preparing the accounts.true

1.3
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

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

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

VYSUS HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 3 -
1.4
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.5
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade debtors and creditors. These are measured at amortised cost and are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.

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.

1.6
Equity instruments

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid.

1.7
Taxation

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

Current tax

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

VYSUS HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

 

Other areas of estimation

 

Impairment of financial asset

The company has undertaken an assessment of the carrying value of intercompany debtor balances and has made an impairment provision where the debtor value exceeds the likely recoverable value.

3
Operating loss
2022
2021
Operating loss for the year is stated after charging:
£'000
£'000
Foreign exchange loss
25
3
4
Employees

The remuneration of the directors are borne by other entities within the Group; the directors receive no remuneration in their role as directors of the company. The company had no employees in the current or preceding periods.

VYSUS HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -
5
Taxation

The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2022
2021
£'000
£'000
Loss before taxation
(1,463)
(28)
Expected tax credit based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
(278)
(5)
Other non-reversing timing differences
-
5
Expenses not deductible for tax purposes
255
-
Remeasurement of deferred tax for changes in
tax rates
(7)
-
Movement in deferred tax not recognised
30
-
Taxation charge for the year
-
-
VYSUS HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
6
Investments
2022
2021
£'000
£'000
Shares in group undertakings and participating interests
4
6
Movements in fixed asset investments
Shares in subsidiaries
Cost or valuation
£'000
At 1 January 2022
6
Movements
(2)
4
Carrying amount
At 31 December 2022
4
At 31 December 2021
6

Details of the company's subsidiaries at 31 December 2022 are as follows:

Name of undertaking
Registered office
Direct/indirect
%
Promaps Technology AS*
Damsgårdsveien 125, 5160 Laksevåg, Norway
Indirect
100
Vysus (GB) Limited
Proserv House, Prospect Road, Arnhall Business Park, Westhill, Scotland, AB32 6FJ
Direct
100
Vysus Australia Pty Limited
Level 16, 461 Bourke Street, Melbourne, VIC 3000
Direct
100
Vysus China Inc.
Beijing. Room 1602,. Tower 18,. No 5 Shuguang Xili Jia,. Chaoyang District, Beijing
Indirect
100
Vysus Consulting India Pvt Limited
1st Floor, 126, Tiffany, Hiranandani Estate, Hiranandani Road, Thane West, Thane, 400607, India
Indirect
100
Vysus Consulting Spain SL
C/ Av. Corts Catalanes, 5-7, 1a Planta, 08173 Sant Cugat del Vallès (Barcelona), Spain
Direct
100
Vysus Consulting Trinidad and Tobago Limited
JamTek Building, 56-58 Roberts Street, Woodbrook, Port of Spain
Direct
100
Vysus Denmark AS
Industriparken 44B, gr. fl, 2750 Ballerup, Denmark
Indirect
100
Vysus Denmark Holdings ApS
Industriparken 44B, ground floor. 2750 Ballerup. Denmark
Direct
100
Vysus Kazakhstan LLP
Baiterek Plaza Business Center, 25 Studentcheskly Avenue, Atyrau, Kazakhstan
Direct
90
Vysus Korea Limited
17/F, Sinsong Building, 25-4 Yeouido-dong, Yeongdeungpo-gu, Seoul 150-878
Direct
100
VYSUS HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
6
Investments
(Continued)
- 7 -
Vysus Limited
Proserv House, Prospect Road, Arnhall Business Park, Westhill, Scotland, AB32 6FJ
Direct
100
Vysus LLC
Al Qadeem District, Doha, PO Box 32522, Qatar
Direct
99
Vysus Malaysia Sdn Bhd
WC11CO, 11th Floor, West Block, Wisma Golden Eagle Realty (Wisma GER), 142C, Jalan Ampang, 50450 Kua
Direct
100
Vysus Moduspec UK Limited
Proserv House, Prospect Road, Arnhall Business Park, Westhill, Scotland, AB32 6FJ
Direct
100
Vysus Netherland BV
Vasteland 78, 3011 BN Rotterdam, Netherlands
Direct
100
Vysus Norway AS
Drammensveien 169, 0277 Oslo, Norway
Indirect
100
Vysus Norway Holdings AS
Drammensveien 169, 0277 Oslo, Norway
Direct
100
Vysus Singapore PTE Limited
80 Robinson Road, #0200, Singapore (068898)
Direct
100
Vysus Sweden AB
Box 1288, SE-172 25 Sundbyberg
Indirect
100
Vysus Sweden Holdings AB
Box 1288. SE-172 25 Sundbyberg
Indirect
100
Xinjiang LR Tunhe
Beijing. Room 1602,. Tower 18,. No 5 Shuguang Xili Jia,. Chaoyang District, Beijing
Indirect
100
Vysus UK Limited
Suite C · 105 Piccadilly London W1J 7NJ
Indirect
10
Vysus Assurance AS**
Kongens Gate 6, 0153, Oslo, Norway
Direct
100

*Promaps Technology AS, an indirect subsidiary of Vysus Holdings (UK) Limited, was sold in August 2023.

 

**Vysus Assurance A/S, a direct subsidiary of Vysus Holdings (UK) Limited, was sold in October 2022.

7
Debtors
2022
2021
Amounts falling due within one year:
£'000
£'000
Amounts owed by group undertakings
6,128
7

Amounts due from group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

 

The company has undertaken an assessment of the carrying value of intercompany debtor balances and has made an impairment provision where the debtor value exceeds the likely recoverable value.

8
Creditors: amounts falling due within one year
2022
2021
£'000
£'000
Trade creditors
2
4
Amounts owed to group undertakings
7,620
42
Accruals and deferred income
5
-
7,627
46
VYSUS HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 8 -
9
Called up share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of £1 each
1
1
-
-
1
1
-
0
-
0
10
Related party transactions

The ultimate parent is Inspirit Vysus Holdings Limited, a company registered in England and Wales. The immediate parent is Vysus Group Holdings Limited a company registered in England and Wales, whose registered office is Suite C, 105 Piccadilly, London, England, W1J 67NJ.true

 

The company has taken advantage of the exemption in Financial Reporting Standard 102, whereby transactions with fellow subsidiary companies ultimately 100% owned by the same parent are not required to be disclosed.

 

These financial statements are included in the consolidated financial statements of Vysus Group Holdings Limited, whose audited financial statements are available from its registered office at 105 Piccadilly, London, United Kingdom, W1J 7NJ.

 

The parent of the smallest group for which consolidated accounts are prepared of which this company is a part is Vysus Group Holdings Limited, a company registered in England and Wales. The financial statements of Vysus Group Holdings Limited are available from the above address.

2022-12-312022-01-01falseCCH SoftwareCCH Accounts Production 2023.300No description of principal activityDavid ClarkGeoffrey Morrisonfalse0the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.SC6777662022-01-012022-12-31SC6777662022-12-31SC6777662021-12-31SC677766core:CurrentFinancialInstrumentscore:WithinOneYear2022-12-31SC677766core:CurrentFinancialInstrumentscore:WithinOneYear2021-12-31SC677766core:RetainedEarningsAccumulatedLosses2022-12-31SC677766core:RetainedEarningsAccumulatedLosses2021-12-31SC677766core:ShareCapitalOrdinaryShares2022-12-31SC677766core:ShareCapitalOrdinaryShares2021-12-31SC677766bus:Director12022-01-012022-12-31SC6777662020-10-162021-12-31SC677766core:UKTax2022-01-012022-12-31SC677766core:UKTax2020-10-162021-12-31SC67776612022-01-012022-12-31SC67776622022-01-012022-12-31SC67776632022-01-012022-12-31SC677766core:Non-currentFinancialInstruments2021-12-31SC6777662021-12-31SC677766core:Non-currentFinancialInstruments2022-12-31SC677766core:Subsidiary12022-01-012022-12-31SC677766core:Subsidiary22022-01-012022-12-31SC677766core:Subsidiary32022-01-012022-12-31SC677766core:Subsidiary42022-01-012022-12-31SC677766core:Subsidiary62022-01-012022-12-31SC677766core:Subsidiary52022-01-012022-12-31SC677766core:Subsidiary72022-01-012022-12-31SC677766core:Subsidiary82022-01-012022-12-31SC677766core:Subsidiary92022-01-012022-12-31SC677766core:Subsidiary102022-01-012022-12-31SC677766core:Subsidiary112022-01-012022-12-31SC677766core:Subsidiary122022-01-012022-12-31SC677766core:Subsidiary132022-01-012022-12-31SC677766core:Subsidiary142022-01-012022-12-31SC677766core:Subsidiary152022-01-012022-12-31SC677766core:Subsidiary162022-01-012022-12-31SC677766core:Subsidiary172022-01-012022-12-31SC677766core:Subsidiary182022-01-012022-12-31SC677766core:Subsidiary192022-01-012022-12-31SC677766core:Subsidiary202022-01-012022-12-31SC677766core:Subsidiary212022-01-012022-12-31SC677766core:Subsidiary222022-01-012022-12-31SC677766core:Subsidiary232022-01-012022-12-31SC677766core:Subsidiary242022-01-012022-12-31SC677766core:Subsidiary112022-01-012022-12-31SC677766core:Subsidiary212022-01-012022-12-31SC677766core:Subsidiary312022-01-012022-12-31SC677766core:Subsidiary412022-01-012022-12-31SC677766core:Subsidiary512022-01-012022-12-31SC677766core:Subsidiary612022-01-012022-12-31SC677766core:Subsidiary712022-01-012022-12-31SC677766core:Subsidiary812022-01-012022-12-31SC677766core:Subsidiary912022-01-012022-12-31SC677766core:Subsidiary1012022-01-012022-12-31SC677766core:Subsidiary1112022-01-012022-12-31SC677766core:Subsidiary1212022-01-012022-12-31SC677766core:Subsidiary1312022-01-012022-12-31SC677766core:Subsidiary1412022-01-012022-12-31SC677766core:Subsidiary1512022-01-012022-12-31SC677766core:Subsidiary1612022-01-012022-12-31SC677766core:Subsidiary1712022-01-012022-12-31SC677766core:Subsidiary1812022-01-012022-12-31SC677766core:Subsidiary1912022-01-012022-12-31SC677766core:Subsidiary2012022-01-012022-12-31SC677766core:Subsidiary2112022-01-012022-12-31SC677766core:Subsidiary2212022-01-012022-12-31SC677766core:Subsidiary2312022-01-012022-12-31SC677766core:Subsidiary2412022-01-012022-12-31SC67776612022-01-012022-12-31SC677766core:CurrentFinancialInstruments2022-12-31SC677766core:CurrentFinancialInstruments2021-12-31SC677766bus:PrivateLimitedCompanyLtd2022-01-012022-12-31SC677766bus:SmallCompaniesRegimeForAccounts2022-01-012022-12-31SC677766bus:FRS1022022-01-012022-12-31SC677766bus:AuditExempt-NoAccountantsReport2022-01-012022-12-31SC677766bus:Director22022-01-012022-12-31SC677766bus:FullAccounts2022-01-012022-12-31xbrli:purexbrli:sharesiso4217:GBP