Company registration number 08247385 (England and Wales)
DIGITAL MOBILE SPECTRUM LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
DIGITAL MOBILE SPECTRUM LIMITED
COMPANY INFORMATION
Directors
D P Meyer
B C H Roome
A Dona
M B L Henry
S J York
L M Parker
A G Coleman
R J Jeffries
P A Rosbotham
J Gill
(Appointed 15 March 2024)
Company number
08247385
Registered office
Digital Mobile Spectrum Limited
24/25 The Shard
32 London Bridge Street
London
United Kingdom
SE1 9SG
Auditor
Blick Rothenberg Audit LLP
16 Great Queen Street
Covent Garden
London
United Kingdom
WC2B 5AH
DIGITAL MOBILE SPECTRUM LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Statement of comprehensive income
11
Statement of financial position
12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 28
DIGITAL MOBILE SPECTRUM LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
STRATEGY
Digital Mobile Spectrum Limited (DMSL) is jointly owned by UK mobile network operators EE Ltd, Hutchison 3G UK Ltd (Three), Telefonica UK Ltd (Virgin Media O2), and Vodafone Ltd. The company’s purpose remains to support its shareholders’ shared objectives in mitigating any network impact on digital terrestrial television, coordinating the Shared Rural Network (SRN), and delivering additional agreed programmes.
The company’s strategy reflects its commitment to collaboration, integrity, respect, commitment, leadership, and empathy. These values guide its work as a strategic partner to shareholders, in being a supportive workplace, and a connector of people to vital communications and media networks.
DMSL acknowledges the passing of Karl Liriano in 2024. Karl was a valued director on behalf of Telefonica since 2015. Karl’s support and guidance significantly shaped the company and his contributions remain part of his legacy.
OBJECTIVES
DMSL’s objectives are focused on three key areas: its robustness and sustainability, supporting spectrum licence obligations, and facilitating the delivery of the SRN. These objectives are outlined as follows:
1. Robustness and Sustainability:
The company monitors its financial health and ensures a positive, supportive working environment for employees.
Efficiency and productivity improvements are implemented across programmes without increasing delivery risks.
Additional programmes of work are pursued if they align with the company’s purpose and reduce shareholder costs.
2. Spectrum Licence Obligations:
DMSL ensures its shareholders meet their spectrum licence requirements, avoiding undue interference with neighbouring spectrum users.
The Restore TV programme addresses potential disruption to digital terrestrial television caused by new or existing mobile sites operating in the 800 MHz and 700 MHz spectrum bands.
3. Shared Rural Network (SRN) Delivery:
DMSL oversees governance, management, and coordination of the SRN’s Total Not Spot (TNS) programme and facilitates shareholder delivery from Extended Area Service (EAS) sites built by the Home Office.
DIGITAL MOBILE SPECTRUM LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
BUSINESS MODEL
DMSL operates with a centralised administrative and management team, supported by two programme delivery units: Restore TV (focused on TV support work) and SRN. The company’s model is designed to:
Deliver services jointly to all shareholders, reducing the need for each shareholder to independently source these services. This approach ensures equitable delivery of shared regulatory obligations while allowing shareholders to focus on their core operations.
Mitigate risks and manage obligations collectively, ensuring identical exposure for all shareholders.
Operate within agreed budgets for each programme, maintaining an appropriate cash balance and invoicing shareholders in advance through the year to fund operations.
DMSL’s work includes:
Mitigating TV reception issues arising from mobile site activation. In 2024, approximately 500,000 households were notified of potential interference, and 99.15% of viewers rated support as good or excellent.
Supporting SRN delivery, including procurement completion and achieving a business-as-usual status for site activations ahead of schedule. Stakeholder satisfaction was consistently high, with 93% rating performance positively.
While the company rebranded on 3 March 2025 as "Mova", its operations and objectives for 2024 remained under the DMSL identity, reflecting its established reputation and alignment with shareholder priorities. The new brand is being adopted to emphasise DMSL’s commitment to delivering innovation for all.
BUSINESS ENVIRONMENT
The UK’s mobile services market is mature and competitive.
A change of UK government in 2024 has seen a shift towards gaining a better understanding of the quality of coverage experienced by users and enhancing connectivity for disadvantaged groups.
The anticipated merger of Vodafone and Three, expected in 2025, will reduce DMSL’s shareholders to three and require adjustments in governance and shareholder engagement. The company’s day-to-day operations and its service to customers will not be impacted.
In the SRN programme, operators met their Partial Not Spot targets in 2024, and 4G coverage now exceeds 95% of the UK’s landmass; a milestone achieved a year ahead of the December 2025 ambition.
PRINCIPAL RISKS AND UNCERTAINTIES
DMSL maintains a comprehensive risk register to address strategic risks. Key risks include:
Governance changes arising from the Vodafone-Three merger.
Potential changes to the scope of the TNS element of SRN.
Delays in planning approvals and objections from special interest groups for SRN site delivery.
Supplier failures impacting the continuity of mitigation services.
Sensitive information exposure and cyber resilience.
Mitigation measures include ongoing shareholder engagement, contingency planning, and alignment with governmental bodies to manage programme costs and risks effectively.
DIGITAL MOBILE SPECTRUM LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
FINANCIAL RISK MANAGEMENT OBJECTIVES
The company does not utilise complex financial instruments and is not exposed to foreign exchange risk. The company's financial instruments at the statement of financial position date primarily comprised cash and liquid resources. The main purpose of these financial instruments is to provide finance for its operations. The company has various other financial instruments such as trade debtors and trade creditors that arise directly from its operations. The fair value of financial instruments is not materially different from their carrying value.
CREDIT RISK AND CASH FLOW RISK
The company had no borrowings at the period end. The company's strong cash position acts as a natural hedge against any credit risk. The company's objective is to retain a balance between continuity of funding and the flexible use of available cash reserves.
LIQUIDITY RISK
DMSL’s viability as a going concern relies on the continued financial support of its shareholders to fund the programmes it operates on their behalf. These programmes can be considered separately.
The company’s shareholders’ agreement and legal obligations related to SRN require DMSL’s shareholders to fund the company to fulfil its SRN obligations until at least 2040. As part of its annual budget cycle and regular business forecasts, DMSL agrees its cash requirements with its shareholders to ensure the ongoing delivery of the SRN programme.
DMSL has service agreements in place with its shareholders to ensure the continued funding of mitigation support until mid-2026.
In 2024, the shareholders agreed to maintain the business over the longer-term, adopting a rolling five-year business plan for the company.
BUSINESS PERFORMANCE IN 2024
DMSL achieved or exceeded most of its key performance targets for 2024:
Financial Performance: Actual expenditure was within budget, with a slight underspend of -7% for SRN and -8% for mitigation programmes.
Employee Engagement: DMSL maintained a strong workforce, achieving its highest ever employee net promoter score of +74 (on a -100 to +100 scale). Completion rates for health and safety training remained high and the company launched its Equality, Diversity, and Inclusion strategy.
Mitigation Programmes: All KPIs and SLAs were met, with 99.15% of viewers rating support as excellent.
SRN: TNS planning delays and opposition to sites has lengthened delivery timescales and could impact overall coverage gains. Stakeholder surveys showed 93% satisfaction for DMSL’s role.
SUSTAINABILITY
DMSL advanced its SME Climate Commitment by:
Completing an initial B Corp Assessment and identifying areas for improvement including understanding diversity and employee engagement.
Continuing work towards halving greenhouse gas emissions before 2030 and achieving net zero before 2050.
Enhancing system efficiencies to minimize energy use and support team reductions in emissions and improving accuracy of measurement and reporting of emissions resulting from travel and remote working.
DIGITAL MOBILE SPECTRUM LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
OUTLOOK FOR 2025
DMSL transitions to its new brand, Mova. Its priorities include:
Managing governance changes following the Vodafone-Three merger.
Delivering value-for-money outcomes in collaboration with Building Digital UK for the SRN.
Enhancing its reputation as a leader in digital connectivity through further stakeholder engagement and strategic initiatives.
Advancing ISO:22458 accreditation, which specifies the requirements and guidelines for organizations on how to design and deliver fair, flexible and inclusive services that will increase positive outcomes for consumers in vulnerable situations and minimize the risk of consumer harm.
Under its new brand, Mova, the company’s ethos of innovation for all will underpin these efforts, ensuring continued alignment with shareholder and government priorities while fostering a culture of resilience and sustainability.
D P Meyer
Director
19 March 2025
DIGITAL MOBILE SPECTRUM LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The company's principal activities are mitigating the impact of mobile telephone disruption to digital terrestrial television, and delivery and coordination of the work to deliver the shared rural network.
Results and dividends
The results for the year are set out on page 11.
The directors do not recommend payment of a final payment for the year ended 31 December 2024.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
D P Meyer
B C H Roome
A Dona
M B L Henry
S J York
L M Parker
A G Coleman
R J Jeffries
P A Rosbotham
J Gill
(Appointed 15 March 2024)
K Liriano
(Deceased 19 February 2024)
Post reporting date events
There were no events after the reporting date that would have a material effect on the financial statements.
Going concern
The directors have a reasonable expectation that the company will have sufficient funds to continue to meet its liabilities as they fall due for the foreseeable future and therefore have prepared the financial statements on a going concern basis. Further details are given in Note 1.2 of the financial statements.
Auditor
Blick Rothenberg Audit LLP was appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
Statement of disclosure to auditor
Each director in office at the date of approval of this annual report confirms that:
so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and
the director has taken all the steps that he / she ought to have taken as a director in order to make himself / herself aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.
DIGITAL MOBILE SPECTRUM LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
On behalf of the board
D P Meyer
Director
19 March 2025
DIGITAL MOBILE SPECTRUM LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
The directors are responsible for preparing the annual 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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK-adopted international accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
DIGITAL MOBILE SPECTRUM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF DIGITAL MOBILE SPECTRUM LIMITED
- 8 -
Opinion
We have audited the financial statements of Digital Mobile Spectrum Limited (“the company”) for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement and Changes in Equity, Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards.
In our opinion the financial statements:
give a true and fair view of the state of the company’s affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with UK adopted international accounting standards; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 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 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.
The directors are responsible for the other information. The other information comprises the information included in the annual report other than the financial statements and our auditor’s report thereon. 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.
Other Companies Act 2006 reporting
In our opinion, based on the work undertaken in the course of the audit:
the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.
DIGITAL MOBILE SPECTRUM LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF DIGITAL MOBILE SPECTRUM LIMITED
- 9 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its 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:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Statement of Directors’ Responsibilities, 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 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 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.
Irregularities, including fraud, are instances of non compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the sector;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
DIGITAL MOBILE SPECTRUM LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF DIGITAL MOBILE SPECTRUM LIMITED
- 10 -
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
reviewed the nominal ledger and tested a sample of journal entries to identify unusual transactions; and
investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance;
enquiring of management as to actual and potential litigation and claims; and
reviewing correspondence with HM Revenue and Customs, relevant regulators, and the company’s legal advisors
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the 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 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 company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Marc Levy FCA (Senior Statutory Auditor)
For and on behalf of Blick Rothenberg Audit LLP
19 March 2025
Statutory Auditor
16 Great Queen Street
Covent Garden
London
WC2B 5AH
United Kingdom
DIGITAL MOBILE SPECTRUM LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
2024
2023
Notes
£
£
Revenue
4
9,508,314
10,356,459
Cost of sales
(3,450,253)
(3,350,034)
Gross profit
6,058,061
7,006,425
Administrative expenses
(5,888,334)
(6,065,940)
Operating profit
5
169,727
940,485
Finance income
8
132,695
106,852
Finance costs
9
(28,203)
(19,324)
Profit before taxation
274,219
1,028,013
Income tax expense
10
(68,938)
(244,852)
Profit and total comprehensive income for the year
205,281
783,161
The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.
DIGITAL MOBILE SPECTRUM LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 12 -
2024
2023
Notes
£
£
Non-current assets
Property, plant and equipment
11
122,173
124,117
Current assets
Trade and other receivables
12
222,154
572,743
Cash and cash equivalents
13
5,254,691
6,516,676
5,476,845
7,089,419
Total assets
5,599,018
7,213,536
Equity
Called up share capital
17
4
4
Retained earnings
2,896,928
2,691,647
Total equity
2,896,932
2,691,651
Current liabilities
Trade and other payables
14
2,492,855
4,142,249
Current tax liabilities
69,056
244,852
Lease liabilities
15
140,175
134,784
2,702,086
4,521,885
Total liabilities
2,702,086
4,521,885
Total equity and liabilities
5,599,018
7,213,536
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:
D P Meyer
Director
Company Registration No. 08247385
DIGITAL MOBILE SPECTRUM LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 January 2023
4
1,908,486
1,908,490
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
783,161
783,161
Balance at 31 December 2023
4
2,691,647
2,691,651
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
205,281
205,281
Balance at 31 December 2024
4
2,896,928
2,896,932
DIGITAL MOBILE SPECTRUM LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
21
(1,010,146)
360,862
Interest paid
(28,203)
(19,324)
Tax paid
(244,734)
(205,252)
Net cash (outflow)/inflow from operating activities
(1,283,083)
136,286
Investing activities
Interest received
132,695
106,852
Net cash generated from investing activities
132,695
106,852
Financing activities
Payment of lease liabilities
(111,597)
(116,276)
Net cash used in financing activities
(111,597)
(116,276)
Net (decrease)/increase in cash and cash equivalents
(1,261,985)
126,862
Cash and cash equivalents at beginning of year
6,516,676
6,389,814
Cash and cash equivalents at end of year
5,254,691
6,516,676
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
1
Accounting policies
Company information
Digital Mobile Spectrum Limited is a private company limited by shares incorporated in England and Wales. The registered office is Digital Mobile Spectrum Limited, 24/25 The Shard, 32 London Bridge Street, London, United Kingdom, SE1 9SG. The company's principal activities and nature of its operations are disclosed in the directors' report.
1.1
Accounting convention
The financial statements have been prepared in accordance with UK adopted international accounting standards and in accordance with 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 prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The directors have considered the impact of potential developments on the future viability of the company, its financial position and liquidity together with financial projections for the company over the foreseeable future and continue to take all available steps to maintain sufficient resources in order that the business can continue. true
The board continues to reverse stress test on the company. The purpose of the reverse stress test on the company is to assess at what point the cash reserve would be fully utilised if the assumptions in the budget are altered. The reverse stress test assumes significant adjustments to the company’s cash flows forecast which include delays to the mitigation programme, delays in shareholder funding, operational incidents (including increased mitigation activity), loss of key staff and loss of key suppliers. Should an adverse event occur, the organisation has an adequate business continuity policy to alleviate the impact on the business.
The results of the organisation’s reverse stress test demonstrate that Digital Mobile Spectrum has sufficient cash reserves to deliver the mitigation and Shared Rural Network programmes. Digital Mobile Spectrum did not have any borrowings at the period end. In the most extreme case, additional funding would be requested from the organisation’s shareholders as specified in the Articles of Association.
Consequently the directors have a reasonable expectation that the company will have sufficient funds to continue to meet its liabilities as they fall due for the foreseeable future and therefore have prepared the financial statements on a going concern basis.
1.3
Revenue
Revenue is measured at the fair value of the consideration received or receivable, and represents amounts receivable for services supplied, stated net of value added taxes. The company recognises revenue when performance obligations have been satisfied, this is when the services have been provided to the customer.
Revenue from providing services is recognised in the accounting period in which the services are rendered. Fees charged in advance of services being provided will be shown as a current liability on the statement of financial position.
Fee income for DMSL's core activities provided to shareholders is charged in advance at the rate of operating costs of plus 1% margin. Project management fees charged to other customers are recognised in line with the contract.
Revenue from the sale of goods is recognised when the company delivers the product to the customer.
Interest income is recognised in profit or loss using the effective interest method.
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.4
Property, plant and equipment
Property, plant and equipment 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:
Offices - Right-of-use
over the length of the lease
Fixtures and fittings
over 2 years
Short lease assets, such as IT equipment, are written off in the year of acquisition.
1.5
Consumables
Filters have a limited re-sale value and are therefore expensed on purchase. In the event that unused filters are sold the income will be accounted for in accordance with the revenue recognition policy and brought into account at the point of sale.
1.6
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less.
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.7
Financial assets
Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.
Financial assets held at amortised cost
Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.
Impairment of financial assets
Financial assets carried at amortised cost are assessed for indicators of impairment at each reporting end date.
The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.
1.8
Financial liabilities
Other financial liabilities
Other financial liabilities, including trade payables and other short-term monetary liabilities, are initially measured at transaction price net of costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.
Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
1.9
Equity
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
Equity comprises the following:
"Share capital" represents the nominal value of equity shares.
"Retained earnings" include all current year and prior year results as disclosed in the statement of profit or loss.
1.10
Taxation
The tax expense represents the sum of the tax currently payable.
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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
1.11
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 inventories or non-current assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
1.12
Retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the statement of profit or loss in the period to which they relate.
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.13
Leases
All leases are accounted for by recognising a right-of-use asset and a lease liability except for:
Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is typically the case) this is not readily determinable, in which case the company's incremental borrowing rate on commencement of the lease is used. Variable lease payments are only included in the measurement of the lease liability if they depend on an index or rate. In such cases, the initial measurement of the lease liability assumes the variable element will remain unchanged throughout the lease term. Other variable lease payments are expensed in the period to which they relate.
On initial recognition, the carrying value of the lease liability also includes:
Amounts expected to be payable under any residual value guarantee;
The exercise price of any purchase option granted in favour of the company if it is reasonable certain to assess that option;
Any penalties payable for terminating the lease, if the term of the lease has been estimated on the basis of termination option being exercised.
Right-of-use assets are initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for:
Lease payments made at or before commencement of the lease;
Initial direct costs incurred; and
The amount of any provision recognised where the company is contractually required to dismantle, remove or restore the leased asset.
Subsequent to initial measurement lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease.
2
Adoption of new and revised standards and changes in accounting policies
At the date of authorisation of these financial statements, certain new standards, amendments and interpretations to existing standards have been published but are not yet effective and have not been adopted early by the company.
Management anticipates that all of the pronouncements will be adopted in the company's accounting policies for the first period beginning after the effective date of the pronouncement. Information on new standards, amendments and interpretations that are expected to be relevant to the company's financial statements is provided below. Certain other new standards and interpretations have been issued but are not expected to have a material impact on the company's financial statements.
There are no relevant Standards or amendments issued by the IASB that are effective for an annual period that begins on or after 1 January 2024.
There are a number of standards and interpretations which have been issued by the International Accounting Standards Board that are effective for periods beginning subsequent to 31 December 2024, which the company has decided not to adopt early. There are no significant amendments which require disclosing.
Effective for annual reporting periods commencing on or after 1 January 2025
Amendments to IAS 21: Lack of Exchangeability
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
3
Critical accounting estimates and judgements
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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
There are no estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.
4
Revenue
2024
2023
£
£
Revenue analysed by class of business
Mitigation services
5,929,544
6,276,048
Shared rural network
3,531,860
3,259,911
Other income
46,910
820,500
9,508,314
10,356,459
2024
2023
£
£
Revenue analysed by geographical market
United Kingdom
9,508,314
10,356,459
Balances arising from contracts with customers are disclosed in note 19.
5
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging:
Fees payable to the company's auditor for the audit of the company's financial statements
44,630
42,500
Depreciation - right-of-use asset (note 11)
118,932
122,586
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
6
Employees
The average monthly number of employees employed by the company during the year was:
2024
2023
Number
Number
Management
8
8
Administration
29
29
Total
37
37
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
3,802,123
3,707,353
Social security costs
458,093
459,312
Pension costs
441,653
405,536
4,701,869
4,572,201
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
437,400
434,537
Company pension contributions to defined contribution schemes
10,182
8,364
447,582
442,901
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
369,671
366,808
Company pension contributions to defined contribution schemes
10,182
8,364
8
Finance income
2024
2023
£
£
Interest income
Bank deposits
132,695
106,852
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
9
Finance costs
2024
2023
£
£
Interest on lease liabilities
28,203
19,324
10
Income tax expense
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
68,938
244,852
The charge for the year can be reconciled to the profit per the income statement as follows:
2024
2023
£
£
Profit before taxation
274,219
1,028,013
Expected tax charge based on a corporation tax rate of 25.00% (2023: 23.50%)
68,555
241,583
Effect of expenses not deductible in determining taxable profit
383
3,269
Taxation charge for the year
68,938
244,852
11
Property, plant and equipment
Offices - Right-of-use
Fixtures and fittings
Total
£
£
£
Cost
At 1 January 2023
210,689
14,128
224,817
Additions
120,290
120,290
At 31 December 2023
330,979
14,128
345,107
Additions
116,988
116,988
Disposals
(14,128)
(14,128)
At 31 December 2024
447,967
447,967
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
11
Property, plant and equipment
Offices - Right-of-use
Fixtures and fittings
Total
£
£
£
(Continued)
- 23 -
Accumulated depreciation and impairment
At 1 January 2023
84,276
14,128
98,404
Charge for the year
122,586
122,586
At 31 December 2023
206,862
14,128
220,990
Charge for the year
118,932
118,932
Eliminated on disposal
(14,128)
(14,128)
At 31 December 2024
325,794
325,794
Carrying amount
At 31 December 2024
122,173
-
122,173
At 31 December 2023
124,117
-
124,117
Property, plant and equipment includes right-of-use assets, as follows:
Right-of-use assets
2024
2023
£
£
Net values at the year end
Property
122,173
124,117
Total additions in the year
116,988
120,290
Depreciation charge for the year
Property
118,932
122,586
12
Trade and other receivables
2024
2023
£
£
Trade receivables
143,250
VAT recoverable
67,371
270,385
Other debtors
29,078
26,427
Prepayments and accrued income
125,705
132,681
222,154
572,743
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
13
Cash and cash equivalents
2024
2023
£
£
Cash in hand
79
9
Bank deposit account
5,234,118
5,443,724
Bank accounts
20,494
1,072,943
5,254,691
6,516,676
14
Trade and other payables
2024
2023
£
£
Trade payables
264,074
401,757
Accruals and deferred income
2,122,839
3,430,397
Social security and other taxation
105,942
112,274
Other creditors
-
197,821
2,492,855
4,142,249
15
Lease liabilities
Digital Mobile Spectrum Limited entered into a lease contract with The Office Group, to use an office in the Shard for 12 months until December 2025.
Lease liabilities - maturity analysis (contractual undiscounted cash flows)
2024
2023
£
£
Within one year
145,393
139,800
Total lease liabilities as at 31 December 2024
145,393
139,800
Lease liabilities included in the statement of financial position at 31 December
2024
2023
£
£
Within one year
140,175
134,784
Lease liabilities in the financial statements
140,175
134,784
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
15
Lease liabilities
(Continued)
- 25 -
2024
2023
Amounts recognised in profit or loss include the following:
£
£
Interest on lease liabilities
28,203
19,324
2024
2023
Amounts recognised in statement of cash flows:
£
£
Cash flows from operating activities
-
-
Cash flows from financial activities
111,597
116,276
16
Retirement benefit schemes
Defined contribution schemes
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
The total costs charged to income in respect of defined contribution plans is £441,653 (2023 - £405,536). There were no amounts outstanding at year end (2023: Nil).
17
Share capital
2024
2023
£
£
Ordinary share capital
Authorised
4 Ordinary of £1 each
4
4
Issued and fully paid
4 Ordinary of £1 each
4
4
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
18
Financial risk management and financial instruments
The company uses various financial instruments which comprise cash balances, trade and other receivables and trade and other payables which arise directly from its operations.
The company's principal financial assets are cash and trade and other receivables. The main risk arising from the company's financial instruments is credit and liquidity risk.
Credit risk
The company's exposure to credit risk is limited to the carrying amount of financial assets recognised at the statement of financial position date, as summarised below:
Financial assets - carrying amounts
2024
2023
£
£
Cash and cash equivalents
5,254,691
6,516,676
Trade and other receivables
29,078
169,677
5,283,769
6,686,353
The company is mainly exposed to credit risk on its cash and cash equivalents, trade and other receivables. To mitigate risk on its cash and cash equivalents, the company only deposits funds with well established banks with high credit ratings asigned by international credit rating agencies. To mitigate risk on its trade and other receivables, customer credit limits are reveiwed regularly, including the use of external ratings and establishing purchase limits for each customer. The allowance for expected credit losses provided against trade receivables was £nil (2023: £nil).
Liquidity risk
Trade payables liquidity risk is managed by ensuring sufficient funds are available to meet amounts falling due. The company's financial liabilities are summarised below and are all due within one year.
Financial liabilities - carrying amounts
2024
2023
Notes
£
£
Trade and other payables
264,074
599,578
Lease liabilities
15
140,175
134,784
404,249
734,362
At 31 December 2024, the company had a £15,000 (2023: £15,000) credit card facility.
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 27 -
19
Related party transactions
During the current and previous period the company issued the following invoices to its shareholders as follows:
2024
2023
£
£
Vodafone Limited
967,445
1,167,850
Telefonica UK Limited
2,086,913
2,360,050
Everything Everywhere Limited
3,105,973
3,221,474
Hutchison 3G UK Limited
2,086,000
1,914,850
8,246,331
8,664,224
At the year end the company deferred revenue from its shareholders as follows:
2024
2023
£
£
Vodafone Limited
17%
185,018
278,423
Telefonica UK Limited
28%
312,181
546,148
Everything Everywhere Limited
27%
307,462
960,283
Hutchison 3G UK Limited
28%
311,528
546,408
1,116,189
2,331,262
No amounts were outstanding at 31 December 2024 (2023: £nil).
There are no key management personnel other than the directors. Their remuneration is disclosed in note 7.
20
Controlling party
There is no ultimate controlling party.
DIGITAL MOBILE SPECTRUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 28 -
21
Cash (absorbed by)/generated from operations
2024
2023
£
£
Profit for the year before income tax
274,219
1,028,013
Adjustments for:
Finance costs
28,203
19,324
Investment income
(132,695)
(106,852)
Depreciation and impairment of property, plant and equipment
118,932
122,586
Movements in working capital:
Decrease in trade and other receivables
350,589
8,271
Decrease in trade and other payables
(1,649,394)
(710,480)
Cash (absorbed by)/generated from operations
(1,010,146)
360,862
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