Company registration number SC115074 (Scotland)
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
unaudited financial statements
for the year ended 31 December 2023
Pages for filing with registrar
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
Contents
Page
Balance sheet
1
Notes to the financial statements
2 - 7
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
Balance sheet
as at 31 December 2023
- 1 -
2023
2022
Notes
£'000
£'000
£'000
£'000
Current assets
Debtors
5
3,415
3,615
Cash at bank and in hand
270
181
3,685
3,796
Creditors: amounts falling due within one year
6
(3,629)
(3,905)
Net current assets/(liabilities)
56
(109)
Capital and reserves
Called up share capital
8
1
1
Profit and loss reserves
55
(110)
Total equity
56
(109)
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 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small 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 20 January 2025 and are signed on its behalf by:
J D Benoit
Director
Company registration number SC115074 (Scotland)
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
Notes to the financial statements
for the year ended 31 December 2023
- 2 -
1
Accounting policies
Company information
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited) is a private company limited by shares incorporated in Scotland. The registered office is ModuSpec House, Discovery Drive, Arnhall Business Park, Westhill, Scotland, AB32 6FG.
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 £'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
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has 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.
1.3
Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover is predominately earned through two remuneration models, fixed fee and reimbursable time and expenses. For fixed fee projects, invoices are raised according to milestones and achievements identified in the contract and revenue is recognised in line with costs incurred for work performed to date as a proportion of the total estimated contract costs. Reimbursable time and expenses projects are invoiced on agreed contractual terms and revenue is recognised when the work is performed.
1.4
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:
Computers
Straight line over 5 years
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 credited or charged to profit or loss.
1.5
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.
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
Notes to the financial statements (continued)
for the year ended 31 December 2023
1
Accounting policies (continued)
- 3 -
1.6
Financial instruments
The company only enters into basic financial transactions that result in the recognition of the financial assets and liabilities like trade and other debtors and creditors. These are measured at amortised cost and 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.
1.7
Equity instruments
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid.
1.8
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.
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.
1.9
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.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
Notes to the financial statements (continued)
for the year ended 31 December 2023
1
Accounting policies (continued)
- 4 -
1.11
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 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.
The following judgements and estimates have had the most significant effect on amounts recognised in the financial statements.
Revenue recognition
The Company has long-term customer contracts under which service delivery can extend over a number of years. In accounting for such long-term contracts, an estimate is required of the costs to complete the contract to determine the percentage of completion, which is used to determine the amount of revenue to be recognised. These estimates are used to forecast the ultimate profitability of each contract. If, at any time, these estimates indicate that a contract will be unprofitable, the entire estimated loss for the contract is recognised immediately. If these estimates indicate that any contract will be less profitable than previously forecast, accrued income may have to be written down to the extent that it is no longer considered being fully recoverable.
Recoverability of aged trade receivables
Judgement is required in evaluating the likelihood of collection of customer debt after revenue has been recognised. This evaluation requires estimates to be made including the level of provision to be made for amounts with uncertain recovery profiles. Provisions are based on historical trends in the percentage of debts which are not recovered, or on more detailed reviews of individually significant balances. To the extent that actual recovery experience differs significantly from the historical trends of the Company or from the assumptions on recovery following the detailed reviews of individually significant balances, the income and expenditure account of the Company in future years may be materially affected.
Provisions
Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably.
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
Notes to the financial statements (continued)
for the year ended 31 December 2023
- 5 -
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Energy related services
14
10
4
Tangible fixed assets
Computers
£'000
Cost
At 1 January 2023 and 31 December 2023
13
Depreciation and impairment
At 1 January 2023 and 31 December 2023
13
Carrying amount
At 31 December 2023
At 31 December 2022
5
Debtors
2023
2022
Amounts falling due within one year:
£'000
£'000
Trade debtors
1,516
872
Withholding tax
-
67
Amounts owed by group undertakings
1,298
2,124
VAT receivable
50
Prepayments and accrued income
601
502
3,415
3,615
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
Notes to the financial statements (continued)
for the year ended 31 December 2023
- 6 -
6
Creditors: amounts falling due within one year
2023
2022
£'000
£'000
Bank loans
7
454
161
Trade creditors
279
145
Amounts owed to group undertakings
2,625
3,334
Corporation tax
18
46
Other taxation and social security
50
Other creditors
24
Accruals and deferred income
203
195
3,629
3,905
7
Loans and overdrafts
2023
2022
£'000
£'000
Sonovate loan
454
161
Payable within one year
454
161
In April 2021 Vysus Moduspec (UK) Limited entered into an invoice factoring arrangement with Sonovate Limited. The amounts due to Sonovate Limited are secured by a floating charge over assets of the entity.
8
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1
1
9
Events after the reporting date
In March 2024, Moduspec was sold by Vysus Group to MR Group, a global leader in rig inspection services. This divestiture is a key component of Vysus Group's strategic restructuring, enabling the company to focus more effectively on growing its technical consulting services within the energy and industrial sectors.
ModuSpec Limited (previously known as Vysus Moduspec (UK) Limited)
Notes to the financial statements (continued)
for the year ended 31 December 2023
- 7 -
10
Related party transactions
The ultimate parent is ModuResources Holding Pte Ltd a company based in Singapore. The immediate parent is MR Group International BV a company based in Netherlands.
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.