Company registration number 11808844 (England and Wales)
DISCOVER ECHO UK LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
DISCOVER ECHO UK LTD
CONTENTS
Page
Directors' report
1 - 2
Balance sheet
3
Notes to the financial statements
4 - 9
DISCOVER ECHO UK LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company continued to be that of distributing and selling patented, hybrid microscopes.
Results and dividends
No ordinary dividends were paid in the current or prior year. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr E Cho
(Resigned 1 June 2024)
Mr S Andronikou
(Appointed 1 June 2024)
Mr Ryan Bagley
(Appointed 1 June 2024)
Statement of directors' responsibilities
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;
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.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
DISCOVER ECHO UK LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
On behalf of the board
Mr S Andronikou
Director
21 August 2025
DISCOVER ECHO UK LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 3 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
3
1,049
2,117
Current assets
Debtors
4
125,387
326,449
Cash at bank and in hand
172,679
234,231
298,066
560,680
Creditors: amounts falling due within one year
5
(630,883)
(942,747)
Net current liabilities
(332,817)
(382,067)
Net liabilities
(331,768)
(379,950)
Capital and reserves
Called up share capital
100
100
Other reserves
4,496
Profit and loss reserves
(336,364)
(380,050)
Total equity
(331,768)
(379,950)
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 21 August 2025 and are signed on its behalf by:
Mr S Andronikou
Director
Company registration number 11808844 (England and Wales)
DISCOVER ECHO UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
1
Accounting policies
Company information
Discover Echo UK Ltd is a private company limited by shares incorporated in England and Wales. The registered office is The Courtyard, High Street, Ascot, Berkshire, SL5 7HP.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The company has served as the sales and distribution arm of the Discover Echo Group since its inception in 2019 and following the group’s acquisition by BICO Group AG in 2021. Following a strategic review of the company’s operations, the directors have confirmed that it is their intention to hive-up the trade and assets of the UK company into a fellow group company and at the same time, the company will cease trade.true
As a result, these financial statements have been prepared using a non-going concern basis of accounting. There have been no adjustments required to the financial statements as a result of the application of the non-going concern basis of accounting.
1.3
Turnover
Turnover relates to the sale of microscopes and 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.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Computers
20% on cost
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.5
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
DISCOVER ECHO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
1.6
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.
1.7
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
DISCOVER ECHO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 6 -
The company has brought forward tax losses of £381,288, which include £2,061 of additional losses arising from the prior period adjustment. During the year, £44,974, were utilised. The company has incurred losses in prior periods, and there is uncertainty regarding the utilisation of the remaining losses, therefore it has not been deemed appropriate to recognised a deferred tax asset.
1.8
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.9
Share-based payments
The company’s employees participate in a share-based payment arrangement where it’s ultimate parent company, BICO Group AB grants share options to its employees. The company has elected to recognise and measure it’s share based payment expense on the basis of a reasonable allocation of the expense recognised by BICO Group AB. As the company has no obligation towards the employee, the share-based payment arrangement is an equity-settled scheme.
The directors consider the number of options held by Discover Echo UK's employees as a proportion of the total number of options under the group plan to be reasonable basis for allocating the expense. The corresponding adjustment is made to equity.
1.10
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
3
2
DISCOVER ECHO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
3
Tangible fixed assets
Computers
£
Cost
At 1 January 2024 and 31 December 2024
5,338
Depreciation and impairment
At 1 January 2024
3,221
Depreciation charged in the year
1,068
At 31 December 2024
4,289
Carrying amount
At 31 December 2024
1,049
At 31 December 2023
2,117
4
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
119,808
326,263
Other debtors
5,579
186
125,387
326,449
The trade debtors balance of £119,808 includes a bad debt provision of (£55,383).
5
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
1,713
2,433
Amounts owed to group undertakings
536,719
794,633
Taxation and social security
7,063
37,719
Deferred income
62,371
51,516
Other creditors
514
37
Accruals
22,503
56,409
630,883
942,747
6
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 was unqualified.
DISCOVER ECHO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
6
Audit report information
(Continued)
- 8 -
Emphasis of matter - financial statements prepared on a basis other than going concern
We draw attention to note 1.2 of the financial statements which describes the preparation of the financial statements on a non-going concern basis. As described in note 1.2, it is the directors’ intention that the trade and assets of the company will be hived-up into a fellow group company; at the same time, the company will cease trading. The directors have therefore concluded that is not appropriate to prepare the financial statements on a going concern basis. There have been no adjustments made to the financial statements as a result of the application of the non-going concern basis of accounting. Our opinion is not modified in respect of this matter.
Senior Statutory Auditor:
David Forinton
Statutory Auditor:
Kirk Rice LLP
Date of audit report:
26 August 2025
7
Parent company
During the year, on 18 December 2024, Discover Echo Inc transferred 100% of its shareholding in Discover Echo UK to Scienion (UK) Ltd. The company's immediate parent undertaking is now Scienion (UK) Ltd, a company incorporated in the UK with the registered office of: 168 Church Road, Hove, East Sussex, BN3 2DL
Ultimate Controlling Party
The company's ultimate controlling company continues to be BICO Group AB who has control over both Scienion (UK) Ltd and Discover Echo Inc.
BICO Group AB are a Swedish public limited liability company registered at Langfilsgatan 9, GOETEBORG 412 77, Sweden, SWE.
BICO Group AB prepare consolidated accounts which include the results of Discover Echo UK Ltd and these are publicly available from their website.
8
Prior period adjustment
Changes to the balance sheet
As previously reported
Adjustment
As restated at 31 Dec 2023
£
£
£
Creditors due within one year
Other creditors
(902,967)
49,455
(853,512)
Deferred income
-
(51,516)
(51,516)
Net liabilities
(377,889)
(2,061)
(379,950)
Capital and reserves
Profit and loss reserves
(377,989)
(2,061)
(380,050)
DISCOVER ECHO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Prior period adjustment
(Continued)
- 9 -
Notes to reconciliation
Prior period adjustment
During the year, the directors identified a material error in respect of deferred revenue relating to extended warranty sales that had been omitted from the financial statements for the year ended 31 December 2023. The effect on the statement of financial position is to increase total net liabilities by £2,061 as at 31 December 2023. There was no impact of the prior period adjustment as at 1 January 2023. There is no impact on the tax liability, as the adjustment has been offset by brought forward tax losses, which have been updated accordingly.