Company registration number SC206441 (Scotland)
AQUATERA LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
PAGES FOR FILING WITH REGISTRAR
AQUATERA LIMITED
CONTENTS
Page
Accountants' report
1
Balance sheet
2 - 3
Notes to the financial statements
4 - 12
AQUATERA LIMITED
REPORT TO THE DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY ACCOUNTS OF AQUATERA LIMITED
- 1 -

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Aquatera Limited for the year ended 31 March 2024 which comprise, the balance sheet and the related notes from the company’s accounting records and from information and explanations you have given us.

 

As a practising member firm of the ICAS we are subject to its ethical and other professional requirements which are detailed at https://icas.com/icas-framework-preparation-of-accounts.

This report is made solely to the board of directors of Aquatera Limited, as a body, in accordance with the terms of our engagement letter dated 27 January 2009. Our work has been undertaken solely to prepare for your approval the financial statements of Aquatera Limited and state those matters that we have agreed to state to the board of directors of Aquatera Limited, as a body, in this report in accordance with the requirements of the ICAS as detailed at https://icas.com/icas-framework-preparation-of-accounts. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Aquatera Limited and its board of directors as a body, for our work or for this report.

It is your duty to ensure that Aquatera Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Aquatera Limited. You consider that Aquatera Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the financial statements of Aquatera Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

A J B Scholes Ltd
19 March 2025
Chartered Accountants
8 Albert Street
Kirkwall
Orkney
KW15 1HP
AQUATERA LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 2 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
3
-
0
150,012
Tangible assets
4
15,216
28,499
Investments
5
2,779
2,779
17,995
181,290
Current assets
Debtors
6
994,981
1,286,644
Cash at bank and in hand
279
1,288
995,260
1,287,932
Creditors: amounts falling due within one year
7
(1,072,101)
(1,123,119)
Net current (liabilities)/assets
(76,841)
164,813
Total assets less current liabilities
(58,846)
346,103
Creditors: amounts falling due after more than one year
8
(198,578)
(211,338)
Net (liabilities)/assets
(257,424)
134,765
Capital and reserves
Called up share capital
10
200,002
2
Profit and loss reserves
(457,426)
134,763
Total equity
(257,424)
134,765

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 March 2024 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 member has 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.

AQUATERA LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 MARCH 2024
31 March 2024
- 3 -
The financial statements were approved by the board of directors and authorised for issue on 19 March 2025 and are signed on its behalf by:
G Davies
Director
Company registration number SC206441 (Scotland)
AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 4 -
1
Accounting policies
Company information

Aquatera Limited is a private company limited by shares incorporated in Scotland. The registered office is Block 3, Old Academy Business Centre, Stromness, Orkney, KW16 3AW.

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. The principal accounting policies adopted are set out below.

1.2
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

1.3
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.4
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of unincorporated businesses 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 8 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.5
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.

AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 5 -

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:

Software
33% straight line basis
Property lease
straight line over lease term
1.6
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
20% reducing balance basis
Plant and machinery
20% reducing balance basis
Computer equipment
30% reducing balance basis

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.

1.7
Fixed asset investments

Interests in unlisted 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.

1.8
Impairment of fixed assets

At each reporting period end date, the company 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.

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.

AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 6 -
1.9
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.

1.10
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.

1.11
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.

1.12
Taxation

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

AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 7 -
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.

1.13
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.

1.14
Retirement benefits

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

1.15
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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 leases 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.

AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 8 -
1.16
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.

 

Government grants relating to turnover are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.

1.17
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.

1.18

Going concern

 

INTRODUCTION

Over the last five years the company has negotiated some particularly challenging trading conditions: Brexit, COVID, office re-development, war in Ukraine, the Energy Price Crisis, government policy changes on decarbonisation, a rise in bad debt provisions and higher than normal participation in R&D projects.

 

Fortunately, the company’s longstanding commercial stewardship strategy created a level of reserves that could absorb a part of the extraordinary costs arising and further backing in share capital and debt has offset a major proportion of this loss.

 

ACTIONS

Recognising the impact of these one-off events on the Company, the Board implemented a number of steps to materially improve the financial performance and position of the company. The principal actions are set out below.

 

Profitability

The balance between commercial work and research work has been adjusted, with a more commercial focus as the percentage of research work reduces and the intervention rates for research work taken on increases. The Company has targeted higher value, higher margin commercial consultancy work and reduced the company’s involvement on grant-funded activities.

 

Management accounts information for 24/ 25 and financial projections for 25/ 26 show significantly improved profitability for both periods.

 

The directors presently expect the 24/ 25 financial year to deliver a return to profitability. The forward-looking prospects are very positive with 70% of projected income already secured as contracts for the 25/ 26 period.

AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 9 -

 

Capital structure

In response to the external events discussed earlier, the company directors provided additional capital and loans to the business, showing confidence in the long term viability and vitality of the business. This included a shareholder debt-equity swap in December 2023.

 

The company also secured during the period additional third-party debt to meet specific working capital requirements; appropriate repayment arrangements are in place and the company has continued since the year-end to service the debt, in line with agreed repayment schedules. With a return to profitability in 2024/ 25 and positive prospects for the following financial year, the company will be able to continue to service debt repayments and reduce the interest costs over the forthcoming financial periods.

Whilst a significant portion of the company’s income is only recoverable on a three-monthly cycle, progress continues to be made in reducing the working capital cycle by tightening up on general payment terms,

 

The directors expect that the company will continue to benefit from annual R&D tax credit claims under the new ‘merged’ scheme.

 

In addition, the directors have undertaken and initiated a number of other measures to improve performance. These include:

-    Improving efficiency in service delivery;

-    Driving up recovery rates on individual contracts;

-    Improving credit control;

-    Controlling costs;

-    Improving liquidity; and

-    Continually monitoring and optimising the capital structure.

 

A further debt-equity swap will also be undertaken with the shareholder in 2025. In combination with the projected profits for 24/ 25, the directors believe this will return the balance sheet to a positive, net asset position.

 

CONCLUSION AND BASIS OF PREPARATION

Notwithstanding the company’s financial position as at the balance sheet date, and the uncertainties inherent in projecting future outcomes, in view of the steps being taken to improve and restore the company’s financial performance and the more recent trading showing that these steps are delivering improvements in profitability and liquidity, the directors consider it appropriate to prepare these financial statements on a going concern basis.

2
Employees

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

2024
2023
Number
Number
Total
32
36
AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 10 -
3
Intangible fixed assets
Goodwill
Computer software
Property lease
Total
£
£
£
£
Cost
At 1 April 2023 and 31 March 2024
200,000
24,523
900
225,423
Amortisation and impairment
At 1 April 2023
50,000
24,523
888
75,411
Amortisation charged for the year
25,000
-
0
12
25,012
Impairment losses
125,000
-
0
-
0
125,000
At 31 March 2024
200,000
24,523
900
225,423
Carrying amount
At 31 March 2024
-
0
-
0
-
0
-
0
At 31 March 2023
150,000
-
0
12
150,012
4
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 April 2023
6,062
347,264
353,326
Additions
-
0
2,408
2,408
Disposals
-
0
(1,118)
(1,118)
At 31 March 2024
6,062
348,554
354,616
Depreciation and impairment
At 1 April 2023
5,856
318,971
324,827
Depreciation charged in the year
52
15,527
15,579
Transfers
-
0
(1,006)
(1,006)
At 31 March 2024
5,908
333,492
339,400
Carrying amount
At 31 March 2024
154
15,062
15,216
At 31 March 2023
206
28,293
28,499
5
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
2,779
2,779
AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
5
Fixed asset investments
(Continued)
- 11 -
Fixed asset investments not carried at market value

Investments in unlisted companies are stated at historic cost less provision for diminution in value.

6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
353,885
236,715
Amounts owed by group undertakings
667
64,375
Other debtors
597,299
842,860
951,851
1,143,950
Deferred tax asset
43,130
-
0
994,981
1,143,950
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset
-
0
142,694
Total debtors
994,981
1,286,644
7
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans and overdrafts
28,484
10,000
Trade creditors
128,601
175,499
Amounts owed to group undertakings
-
0
43,866
Taxation and social security
101,054
172,687
Other creditors
813,962
721,067
1,072,101
1,123,119

Creditors falling due within one year include £3,581 (2023: £7,162) payable under hire purchase contracts secured on the assets concerned; and £10,000 (2023: £10,000) payable under a term loan facility with Bank of Scotland PLC. The company has granted to the bank a bond and floating charge over the assets of the company as security for all bank borrowings.

Creditors falling due within one year include amounts due to directors of £246,275 (2023: £180,348).

AQUATERA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 12 -
8
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
12,640
22,640
Other creditors
185,938
188,698
198,578
211,338

Creditors falling due after more than one year include £nil (2023: £4,178) payable under hire purchase contracts secured on the assets concerned; and £12,640 (2023: £22,640) payable under a term loan facility with Bank of Scotland PLC. The company has granted to the bank a bond and floating charge over the assets of the company as security for all bank borrowings.

9
Government grants

Grants for the acquisition of tangible assets are deferred and released to the profit & loss account over the expected useful life of the assets. Grants for revenue expenditure are deferred and released to the profit & loss account as the related expenditure is incurred.

10
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
200,002
2
200,002
2

The company allotted and issued 200,000 ordinary £1 shares during the financial year, for consideration of £200,000 in the form of a debt-equity swap.

 

11
Operating lease commitments
Lessee

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

2024
2023
£
£
175,900
267,928
12
Parent company

The parent company of Aquatera Limited is Aquatera Holdings Limited and its registered office is Brodies House, Union Grove, Aberdeen, Scotland, AB10 6SD.

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