Company registration number 03221908 (England and Wales)
ECOSPRAY LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
ECOSPRAY LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 10
ECOSPRAY LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
4
1,244,822
1,014,220
Tangible assets
5
25,324
32,671
Investments
6
88
88
1,270,234
1,046,979
Current assets
Stocks
737,587
871,281
Debtors
7
1,816,160
1,475,586
Cash at bank and in hand
68,456
111,897
2,622,203
2,458,764
Creditors: amounts falling due within one year
8
(1,085,185)
(860,758)
Net current assets
1,537,018
1,598,006
Total assets less current liabilities
2,807,252
2,644,985
Creditors: amounts falling due after more than one year
9
(712,154)
(710,957)
Net assets
2,095,098
1,934,028
Capital and reserves
Called up share capital
11
533,880
531,380
Share premium account
4,574,167
4,568,167
Other reserves
16,325
-
0
Profit and loss reserves
(3,029,274)
(3,165,519)
Total equity
2,095,098
1,934,028

The notes on pages 3 to 10 form part of these financial statements.

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

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

The financial statements were approved by the board of directors and authorised for issue on 28 August 2025 and are signed on its behalf by:
Mr PJ McDonald
Director
Company registration number 03221908 (England and Wales)
ECOSPRAY LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Share capital
Share premium account
Share based payment reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2023
474,030
3,623,757
-
(3,179,479)
918,308
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
-
13,960
13,960
Issue of share capital
11
57,350
944,410
-
-
1,001,760
Balance at 31 December 2023
531,380
4,568,167
-
(3,165,519)
1,934,028
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
136,245
136,245
Issue of share capital
11
2,500
6,000
-
-
8,500
Transfers
-
-
16,325
-
0
16,325
Balance at 31 December 2024
533,880
4,574,167
16,325
(3,029,274)
2,095,098

The notes on pages 3 to 10 form part of these financial statements.

ECOSPRAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information

Ecospray Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 16, Park Farm Business Centre, Fornham St. Genevieve, Bury St Edmunds, Suffolk, United Kingdom, IP28 6TS.

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.

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

1.2
Turnover

Revenue comprises sales of goods and licences provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

 

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

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.

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 other than goodwill

Expenditure on research/development and patents is written off as incurred, except that development expenditure incurred on an individual project is carried forward when its future recoverability can reasonably be regarded as assured. Any expenditure carried forward is amortised over a fixed length of time which is based upon expected future sales from the individual projects.

ECOSPRAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -

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:

Brand and website
Fully amortised
Development costs
10 years straight line
1.5
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
10 years straight line
Plant and equipment
3 years straight line
Fixtures and fittings
3 years straight line
Computers
3 years striaght line

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.

1.6
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.7
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.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. 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.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

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.

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

1.12
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

ECOSPRAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 6 -
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
Share-based payments
1.16
Leases
As lessee

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.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

ECOSPRAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
3
Employees

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

2024
2023
Number
Number
Total
10
9
4
Intangible fixed assets
Other
£
Cost
At 1 January 2024
1,780,751
Additions
420,402
At 31 December 2024
2,201,153
Amortisation and impairment
At 1 January 2024
766,531
Amortisation charged for the year
189,800
At 31 December 2024
956,331
Carrying amount
At 31 December 2024
1,244,822
At 31 December 2023
1,014,220
5
Tangible fixed assets
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 1 January 2024
26,704
82,920
5,527
52,073
167,224
Additions
-
0
-
0
-
0
5,736
5,736
At 31 December 2024
26,704
82,920
5,527
57,809
172,960
Depreciation and impairment
At 1 January 2024
15,067
72,183
5,527
41,776
134,553
Depreciation charged in the year
2,236
6,608
-
0
4,239
13,083
At 31 December 2024
17,303
78,791
5,527
46,015
147,636
Carrying amount
At 31 December 2024
9,401
4,129
-
0
11,794
25,324
At 31 December 2023
11,637
10,737
-
0
10,297
32,671
ECOSPRAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
6
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
88
88
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,628,065
1,379,365
Corporation tax recoverable
33,788
29,323
Other debtors
154,307
66,898
1,816,160
1,475,586

Details of non-current debtors

£Nil (2023 - £2,600) of other debtors is classified as non-current.

8
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans
10,332
10,076
Trade creditors
823,459
779,030
Taxation and social security
13,925
12,676
Other creditors
237,469
58,976
1,085,185
860,758
9
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
7,035
710,957
Other creditors
705,119
-
0
712,154
710,957
ECOSPRAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
10
Share-based payment transactions

The company operates an equity settled share based remuneration scheme for selected directors, employees and contractors. There are a number of vesting conditions based upon turnover and earnings targets and also on a minimum amount of consideration should the company be sold. The vesting period varies from vesting immediately to 10 years from the grant date.

 

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight line basis over the vesting period, based on the company's estimate of when the shares will eventually vest. (No expense has been recognised for prior years.) Fair value was measured by the use of an external valuer based upon appropriate assumptions with reference to market and non-market conditions.

Number of share options
Weighted average exercise price
2024
2023
2024
2023
Number
Number
£
£
Outstanding at 1 January 2024
49,235
39,618
12.33
10.92
Granted
6,000
9,617
12.33
10.92
Outstanding at 31 December 2024
55,235
49,235
12.33
10.92
Exercisable at 31 December 2024
3,088
3,088
1.00
1.00

The options outstanding at 31 December 2024 had an exercise price ranging from £1 to £13, and a remaining average contractual life of 7.99 years.

The following information is relevant in determining the fair value of the options granted under the equity-settled share based remuneration scheme.

 

Share price         £17.78

Exercise price        £13.00

Expected volatility    27%

Expected option life    10 years    

Expected dividend yield    0

Risk free interest rate     3.95%

 

11
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
531,380
531,380
531,380
531,380
B ordinary shares of 10p each
25,000
-
2,500
-
0
556,380
531,380
533,880
531,380
ECOSPRAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
12
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is qualified and includes the following:

Qualified opinion on financial statements

In our opinion, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, the financial statements:

Basis for qualified opinion

We were not appointed as auditor of the company until after 31 December 2022 and thus did not observe the counting of the physical inventory held at the end of that year. We were unable to satisfy ourselves by alternative means concerning inventory quantities of £627,282 held at 31 December 2022 by other audit procedures. Consequently, we were unable to determine whether there was any consequential effect on the cost of sales for the year ended 31 December 2023. Our audit opinion on the financial statements for the period ended 31 December 2023 was modified accordingly. Our opinion on the current period’s financial statements is also modified because of the possible effect of this matter on the comparability of the current period’s figures and the corresponding figures.

 

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.

Senior Statutory Auditor:
Christopher Kelly
Statutory Auditor:
Sumer Auditco Limited
Date of audit report:
28 August 2025
13
Operating lease commitments
As 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
£
£
Total commitments
13,733
21,972
2024-12-312024-01-01falsefalsefalse28 August 2025CCH SoftwareCCH Accounts Production 2025.200No description of principal activityMr S J SilvesterMr V VeronelliMr P J McDonaldMr E B C van CutsemMr B R KnightsMr H H C van VredenburchMr R LidstoneMr J R CoomberMr CR Knights032219082024-01-012024-12-31032219082024-12-31032219082023-12-3103221908core:IntangibleAssetsOtherThanGoodwill2024-12-3103221908core:IntangibleAssetsOtherThanGoodwill2023-12-3103221908core:LeaseholdImprovements2024-12-3103221908core:PlantMachinery2024-12-3103221908core:FurnitureFittings2024-12-3103221908core:ComputerEquipment2024-12-3103221908core:LeaseholdImprovements2023-12-3103221908core:PlantMachinery2023-12-3103221908core:FurnitureFittings2023-12-3103221908core:ComputerEquipment2023-12-3103221908core:CurrentFinancialInstrumentscore:WithinOneYear2024-12-3103221908core:CurrentFinancialInstrumentscore:WithinOneYear2023-12-3103221908core:ShareCapital2024-12-3103221908core:ShareCapital2023-12-3103221908core:SharePremium2024-12-3103221908core:SharePremium2023-12-3103221908core:OtherMiscellaneousReserve2024-12-3103221908core:OtherMiscellaneousReserve2023-12-3103221908core:RetainedEarningsAccumulatedLosses2024-12-3103221908core:RetainedEarningsAccumulatedLosses2023-12-3103221908core:ShareCapital2022-12-3103221908core:SharePremium2022-12-3103221908core:RetainedEarningsAccumulatedLosses2022-12-3103221908core:ShareCapitalOrdinaryShareClass12024-12-3103221908core:ShareCapitalOrdinaryShareClass12023-12-3103221908core:ShareCapitalOrdinaryShareClass22024-12-3103221908core:ShareCapitalOrdinaryShareClass22023-12-3103221908core:ShareCapitalOrdinaryShares2024-12-3103221908core:ShareCapitalOrdinaryShares2023-12-3103221908bus:Director32024-01-012024-12-3103221908core:RetainedEarningsAccumulatedLosses2023-01-012023-12-31032219082023-01-012023-12-3103221908core:RetainedEarningsAccumulatedLosses2024-01-012024-12-3103221908core:ShareCapital2023-01-012023-12-3103221908core:SharePremium2023-01-012023-12-3103221908core:ShareCapital2024-01-012024-12-3103221908core:SharePremium2024-01-012024-12-3103221908core:IntangibleAssetsOtherThanGoodwill2024-01-012024-12-3103221908core:ComputerSoftware2024-01-012024-12-3103221908core:DevelopmentCostsCapitalisedDevelopmentExpenditure2024-01-012024-12-3103221908core:LeaseholdImprovements2024-01-012024-12-3103221908core:PlantMachinery2024-01-012024-12-3103221908core:FurnitureFittings2024-01-012024-12-3103221908core:ComputerEquipment2024-01-012024-12-3103221908core:IntangibleAssetsOtherThanGoodwill2023-12-3103221908core:LeaseholdImprovements2023-12-3103221908core:PlantMachinery2023-12-3103221908core:FurnitureFittings2023-12-3103221908core:ComputerEquipment2023-12-31032219082023-12-3103221908core:CurrentFinancialInstruments2024-12-3103221908core:CurrentFinancialInstruments2023-12-3103221908core:WithinOneYear2024-12-3103221908core:WithinOneYear2023-12-3103221908core:Non-currentFinancialInstruments2024-12-3103221908core:Non-currentFinancialInstruments2023-12-31032219082022-12-3103221908bus:OrdinaryShareClass12024-01-012024-12-3103221908bus:OrdinaryShareClass22024-01-012024-12-3103221908bus:OrdinaryShareClass12024-12-3103221908bus:OrdinaryShareClass22024-12-3103221908bus:AllOrdinaryShares2024-12-3103221908bus:AllOrdinaryShares2023-12-3103221908bus:PrivateLimitedCompanyLtd2024-01-012024-12-3103221908bus:SmallCompaniesRegimeForAccounts2024-01-012024-12-3103221908bus:FRS1022024-01-012024-12-3103221908bus:Audited2024-01-012024-12-3103221908bus:Director12024-01-012024-12-3103221908bus:Director22024-01-012024-12-3103221908bus:Director42024-01-012024-12-3103221908bus:Director52024-01-012024-12-3103221908bus:Director62024-01-012024-12-3103221908bus:Director72024-01-012024-12-3103221908bus:Director82024-01-012024-12-3103221908bus:CompanySecretary12024-01-012024-12-3103221908bus:FullAccounts2024-01-012024-12-31xbrli:purexbrli:sharesiso4217:GBP