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GAS SENSING SOLUTIONS LTD.

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31ST MAY 2024






GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31ST MAY 2024




Page

Company Information 1

Statement of Financial Position 2

Notes to the Financial Statements 3


GAS SENSING SOLUTIONS LTD.

COMPANY INFORMATION
FOR THE YEAR ENDED 31ST MAY 2024







DIRECTORS: N Ricketts
W Kane
J Murray-Brown



SECRETARY: MBM Secretarial Services Limited



REGISTERED OFFICE: Suite 2, Ground Floor Orchard Brae House
30 Queensferry Road
Edinburgh
EH4 2HS



REGISTERED NUMBER: SC284351 (Scotland)



SENIOR STATUTORY
AUDITOR:
Joanne Gibson



AUDITORS: JRW Hogg & Thorburn LLP
Chartered Accountants &
Statutory Auditor
19 Buccleuch Street
Hawick
Roxburghshire
TD9 0HL

GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

STATEMENT OF FINANCIAL POSITION
31ST MAY 2024

2024 2023
Notes £    £    £   
FIXED ASSETS
Intangible assets 4 1,850,691 1,836,056
Tangible assets 5 137,074 167,452
Investments 6 2,022,084 2,022,084
4,009,849 4,025,592

CURRENT ASSETS
Stocks 7 510,868 418,662
Debtors 8 458,740 810,300
Cash at bank and in hand 798,400 933,039
1,768,008 2,162,001
CREDITORS
Amounts falling due within one year 9 1,046,454 1,055,435
NET CURRENT ASSETS 721,554 1,106,566
TOTAL ASSETS LESS CURRENT
LIABILITIES

4,731,403

5,132,158

CAPITAL AND RESERVES
Called up share capital 5,852 5,852
Share premium 5,359,436 5,359,436
Revaluation reserve 11 1,812,066 2,067,065
Retained earnings (2,445,951 ) (2,300,195 )
4,731,403 5,132,158

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 28th May 2025 and were signed on its behalf by:



J Murray-Brown - Director



N Ricketts - Director


GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31ST MAY 2024

1. STATUTORY INFORMATION

Gas Sensing Solutions Ltd. is a private company, limited by shares , registered in Scotland. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Going concern
These accounts are prepared on the going concern basis. The directors have a reasonable expectation
that the company will continue in operational existence for the foreseeable future and on preparing
the plan for 2025/26, anticipate a sustainable cash position based on the trading position evidenced by:

- Monthly sales driven by customer demand rather than material supply availability
- Gross profit margin maintained
- Careful control of stock levels including the introduction of new product designs
- Monitoring of overheads, including wage costs, and contracting forward for energy costs
- Continual review of aged debtors and creditors
- Management accounts for 2024/25 show strong margin and sustainable cash flow.

The directors are all well aware of the impact that ongoing worldwide events have had on the industry
as well as the economy. The budget indicates that the company will continue to operate within agreed
borrowing limits. At this specific time, the directors assume it will continue as a going concern and
therefore the accounts are prepared on this basis.

GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST MAY 2024

2. ACCOUNTING POLICIES - continued

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

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.

Intangible assets other than goodwill
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

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:

Patents and licences10 years
Development costs10 years

GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST MAY 2024

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.
Plant and equipment - at variable rates on reducing balance
Fixtures and fittings - 15% on reducing balance
Device growth facility - 10% on cost
Computer equipment - 33% on cost

Fixed asset investments
Investments are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Fair value has been obtained from the price used in recent share issues. Transaction costs are expensed to profit or loss as incurred. Changes in fair value are recognised in other comprehensive income except to the extent that a gain reverses a loss previously recognised in profit or loss, or a loss exceeds the accumulated gains recognised in equity; such gains and loss are recognised in profit or loss.

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.

Stocks
Stocks are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow moving items. In the case of finished goods and work in progress cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Financial assets
Basic financial assets, including trade and other debtors and bank balances, are initially recognised at transaction price.
At the end of each reporting period financial assets measured at cost are assessed for evidence of impairment. Any impairment loss is recognised in the Income Statement.
Financial assets are derecognised when the contractual rights to the cash flows from the asset expire or are settled.

Financial liabilities
Basic financial liabilities, including trade and other creditors, are initially recognised at transaction price.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. These are classed as current liabilities is payment is due within one year or less. If not they are presented as non-current liabilities.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.


GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST MAY 2024

2. ACCOUNTING POLICIES - continued
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

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 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.

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

GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST MAY 2024

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 22 (2023 - 24 ) .

4. INTANGIBLE FIXED ASSETS
Patents
and Development
licences costs Totals
£    £    £   
COST
At 1st June 2023 475,471 6,869,777 7,345,248
Additions 4,210 412,362 416,572
At 31st May 2024 479,681 7,282,139 7,761,820
AMORTISATION
At 1st June 2023 369,396 5,139,796 5,509,192
Amortisation for year 22,550 379,387 401,937
At 31st May 2024 391,946 5,519,183 5,911,129
NET BOOK VALUE
At 31st May 2024 87,735 1,762,956 1,850,691
At 31st May 2023 106,075 1,729,981 1,836,056

5. TANGIBLE FIXED ASSETS
Fixtures Device
Plant and and growth Computer
equipment fittings facility equipment Totals
£    £    £    £    £   
COST
At 1st June 2023 451,682 31,128 300,000 94,132 876,942
Additions 10,270 3,000 - - 13,270
At 31st May 2024 461,952 34,128 300,000 94,132 890,212
DEPRECIATION
At 1st June 2023 337,566 16,727 300,000 55,197 709,490
Charge for year 26,463 2,610 - 14,575 43,648
At 31st May 2024 364,029 19,337 300,000 69,772 753,138
NET BOOK VALUE
At 31st May 2024 97,923 14,791 - 24,360 137,074
At 31st May 2023 114,116 14,401 - 38,935 167,452

GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST MAY 2024

6. FIXED ASSET INVESTMENTS
Unlisted
investments
£   
COST OR VALUATION
At 1st June 2023
and 31st May 2024 2,022,084
NET BOOK VALUE
At 31st May 2024 2,022,084
At 31st May 2023 2,022,084

Cost or valuation at 31st May 2024 is represented by:

Unlisted
investments
£   
Valuation in 2024 2,022,084

Investments above include:

Tidalsense Limited (Previously known as Cambridge Respiratory Innovations Limited) £2,012,084. The holding in Tidalsense represents 15.3% of the issued share capital of that company.

III-V-EPI £10,000. Shareholders loan eligble to be converted into shares. The holding in III-V-EPI represents 29.63% of the issued share capital of that company.

7. STOCKS
2024 2023
£    £   
Raw materials 315,838 312,360
Work-in-progress 106,950 90,266
Finished goods 88,080 16,036
510,868 418,662

8. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Trade debtors 335,198 563,028
Other debtors 75,391 62,090
Tax - 126,346
VAT 48,151 58,836
458,740 810,300

GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST MAY 2024

9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Trade creditors 233,589 243,293
Social security and other taxes 14,535 23,696
Other creditors 8,481 4,951
Accruals and deferred income 789,849 783,495
1,046,454 1,055,435

10. LEASING AGREEMENTS

The company has future operating lease commitments of £74,966 per annum. Until any breaks in the leases these total £45,800.

11. RESERVES
Revaluation
reserve
£   
At 1st June 2023 2,067,065
Depreciation charge release (254,999 )

At 31st May 2024 1,812,066

12. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Joanne Gibson (Senior Statutory Auditor)
for and on behalf of JRW Hogg & Thorburn LLP

13. RELATED PARTY DISCLOSURES

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

Mr N Ricketts (Director)
Consultancy fees and reimbursement of expenses of £111,500 (2023, £19,246) were paid to 720 Group Ltd, a company in which Mr N Ricketts has a controlling interest. The amount outstanding in respect to this company at the year end was £12,000 (2023, £1,500).

Mr W Kane (Director)
Consultancy fees and reimbursement of expenses of £18,000 (2023, £Ni)l were paid to McDonald Kane Ltd, a company in which Mr W Kane has a controlling interest. The amount outstanding in respect to this company at the year end was £1,800 (2023, £Nil).

Mr J A Fuller (Director, resigned 19/05/2023)
Consultancy fees and reimbursement of expenses of Nil (2023, £139,885) were paid to Leading Solutions Ltd, which Mr Fuller is also a Director of. The amount outstanding in respect to this company at the year end was Nil (2023, £14,730).

GAS SENSING SOLUTIONS LTD. (REGISTERED NUMBER: SC284351)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST MAY 2024

14. ULTIMATE CONTROLLING PARTY

No individual shareholder has a controlling interest in the company.