Company Registration No. 08925637 (England and Wales)
R.S. AQUA HOLDINGS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 AUGUST 2023
PAGES FOR FILING WITH REGISTRAR
The Granary
Hones Yard
1 Waverley Lane
Farnham
Surrey
GU9 8BB
R.S. AQUA HOLDINGS LIMITED
CONTENTS
Page
Company information
1
Director's report
2 - 3
Balance sheet
4 - 5
Notes to the financial statements
6 - 9
R.S. AQUA HOLDINGS LIMITED
COMPANY INFORMATION
- 1 -
Director
Mr M. M. Stemp
Secretary
Mrs R. Stemp
Company number
08925637
Registered office
The Granary
Hones Yard
1 Waverley Lane
Farnham
Surrey
GU9 8BB
Accountants
TC Group
The Granary
Hones Yard
1 Waverley Lane
Farnham
Surrey
GU9 8BB
R.S. AQUA HOLDINGS LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 AUGUST 2023
- 2 -

The director presents his annual report and financial statements for the year ended 31 August 2023.

Principal activities

The principal activity of the company during the year was that of a holding company.

Director

The director who held office during the year and up to the date of signature of the financial statements was as follows:

Mr M. M. Stemp

Directors Report for RS Aqua Group of Companies

Financial Year 2023 was defined by sustained growth in all categories, and well-executed progress against all key objectives. A continued focus on our customer segments of Science, Energy, Fisheries and Defence has proven once again to be a positive and productive strategy to deepen our impact and build the business across the ocean technology economy.

The team has grown with new, key members added, significant and impactful investments in our supportive culture, and new skills developed within the business.

We succeeded against all key objectives:

The Senior Management Team remain positive that 2024 will bring further investments in the team, that we will build revenue and ARR into our diverse and mature customer base, and that our R&D / product development projects including MARLIN AI will yield new IPR and positive outcomes for RS Aqua in the near term.

 

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

R.S. AQUA HOLDINGS LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 3 -
On behalf of the board
Mr M. M. Stemp
Director
22 April 2024
R.S. AQUA HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 AUGUST 2023
31 August 2023
- 4 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
3
2,280,724
2,280,724
Current assets
Cash at bank and in hand
471,812
288,423
Creditors: amounts falling due within one year
4
(18,736)
(900)
Net current assets
453,076
287,523
Total assets less current liabilities
2,733,800
2,568,247
Capital and reserves
Called up share capital
5
1
1
Profit and loss reserves
2,733,799
2,568,246
Total equity
2,733,800
2,568,247
R.S. AQUA HOLDINGS LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 AUGUST 2023
31 August 2023
- 5 -

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

For the financial year ended 31 August 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The director acknowledges his 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 and signed by the director and authorised for issue on 22 April 2024
Mr M. M. Stemp
Director
Company Registration No. 08925637
The notes on pages 6 to 9 form part of these financial statements
R.S. AQUA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023
- 6 -
1
Accounting policies
Company information

R.S. Aqua Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Granary, Hones Yard, 1 Waverley Lane, Farnham, Surrey, GU9 8BB.

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.

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 the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
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.

1.3
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.

R.S. AQUA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 7 -
1.4
Financial instruments

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

 

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

 

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

Basic financial assets

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

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.5
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.6
Taxation

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

R.S. AQUA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 8 -
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.

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.

1.7
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
Employees

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

2023
2022
Number
Number
Total
1
1
3
Fixed asset investments
2023
2022
£
£
Shares in group undertakings and participating interests
2,280,724
2,280,724
R.S. AQUA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
3
Fixed asset investments
(Continued)
- 9 -
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 1 September 2022 & 31 August 2023
2,280,724
Carrying amount
At 31 August 2023
2,280,724
At 31 August 2022
2,280,724
4
Creditors: amounts falling due within one year
2023
2022
£
£
Taxation and social security
17,276
-
0
Other creditors
1,460
900
18,736
900
5
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.1p each
1,000
1,000
1
1
6
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Dividends received
Management charges received
2023
2022
2023
2022
£
£
£
£
Entities over which the entity has control, joint control or significant influence
540,000
487,572
80,000
-
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