REGISTERED NUMBER: 02876526 (England and Wales)

AUTOMATIC SYSTEMS EQUIPMENT U.K. LIMITED

REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Page

Company Information

1

Report of the Directors

2

Statement of Directors' Responsibilities

3

Independent Auditors' Report

4

to

7

Statement of Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

to

16

DIRECTORS:

N Saillé

B Fryer

SECRETARY:

Kenwood Secretaries Limited

REGISTERED OFFICE:

Units 3 & 10 Adams House

Northampton Science Park

Kings Park Road

Northampton

NN3 6LG

REGISTERED NUMBER:

02876526 (England and Wales)

SENIOR STATUTORY AUDITOR:

Peter Smith FCA

INDEPENDENT AUDITORS:

Constantin

Chartered Accountants and Statutory Auditors

25 Hosier Lane

London

EC1A 9LQ

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

Throughout the year, Automatic Systems Equipment U.K. Limited continued to provide support services in the supplying of vehicular and pedestrian access equipment from its base in Northampton.

DIRECTORS

N Saillé has held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

J Baker - resigned 1 January 2024

B Fryer - appointed 2 January 2024

SMALL COMPANY EXEMPTION

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2015 relating to small companies. The company has taken advantage of the small companies' exemptions in preparing the Directors' Report.

STRATEGIC REPORT

The company is a member of an ineligible group within Part 15 of the Companies Act 2006, and is not required to prepare a strategic report in accordance with section 414B(b) of the Act.

AUDITORS

The auditors, Constantin, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

B Fryer - Director

10 September 2025

The directors are responsible for preparing the Report of the Directors 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;

- state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- 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.

Opinion

In our opinion the financial statements of Automatic Systems Equipment U.K. Limited (the 'company'):

-

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 United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"; and

-

have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:

-

the statement of comprehensive income;

-

the balance sheet;

-

the statement of changes in equity; and

-

the related notes 1 to 15 which include the statement of accounting policies.

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" (United Kingdom Generally Accepted Accounting Practice).

Basis for opinion

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 Financial Reporting Council's (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.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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 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.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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.

A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

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.

We considered the nature of the company's industry and its control environment, and reviewed the company's documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that:

-

had a direct effect on the determination of material amounts and disclosures in the financial statements. These included the UK Companies Act and tax legislation; and

-

do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

-

reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

-

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

-

enquiring of management concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and

-

reading minutes of meetings of those charged with governance.

Report on other legal and regulatory requirements

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-

the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-

the directors' report has been prepared in accordance with applicable legal requirements.

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 any material misstatements in the directors' report.

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report in respect of the following matters 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; or

-

the directors were not entitled to take advantage of the small companies' exemptions in preparing the financial statements and the directors' report and from the requirement to prepare a strategic report.

We have nothing to report in respect of these matters.

Use of our 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.

Peter Smith FCA (Senior Statutory Auditor)

for and on behalf of Constantin

Chartered Accountants and Statutory Auditors

25 Hosier Lane

London

EC1A 9LQ

10 September 2025

TURNOVER

3

2,479,862

2,283,344

Cost of sales

536,466

389,042

GROSS PROFIT

1,943,396

1,894,302

Administrative expenses

1,685,443

1,443,884

257,953

450,418

Other operating income

24

1,209

OPERATING PROFIT

257,977

451,627

Part repayment of previously

waived inter group loan

6

194,680

335,119

63,297

116,508

Interest receivable and similar income

7

18,384

30,009

PROFIT BEFORE TAXATION

81,681

146,517

Tax on profit

8

67,752

114,694

PROFIT FOR THE FINANCIAL YEAR

13,929

31,823

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

13,929

31,823

FIXED ASSETS

Tangible assets

9

17,249

6,376

CURRENT ASSETS

Debtors

10

835,231

1,324,383

Cash at bank

99,421

50,954

934,652

1,375,337

CREDITORS

Amounts falling due within one year

11

432,022

375,763

NET CURRENT ASSETS

502,630

999,574

TOTAL ASSETS LESS CURRENT LIABILITIES

519,879

1,005,950

CAPITAL AND RESERVES

Called up share capital

13

53,500

53,500

Retained earnings

466,379

952,450

SHAREHOLDERS' FUNDS

519,879

1,005,950

The financial statements have been prepared 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 10 September 2025 and were signed on its behalf by:

B Fryer - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

53,500

920,627

974,127

Changes in equity

Total comprehensive income

-

31,823

31,823

Balance at 31 December 2023

53,500

952,450

1,005,950

Changes in equity

Dividends

-

(500,000

)

(500,000

)

Total comprehensive income

-

13,929

13,929

Balance at 31 December 2024

53,500

466,379

519,879

1.	STATUTORY INFORMATION

Automatic Systems Equipment U.K. Limited is a private company, limited by shares, registered in England and Wales. The company's registered number is 02876526. Its registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 section 1A "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Small Company Exemption

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group.

The company has therefore taken advantage of exemptions from the following disclosure requirements:

· Section 4 'Statement of Financial Position': Reconciliation of the opening and closing number of shares;

· Section 7 'Statement of Cash Flows': Presentation of a statement of cash flow and related notes and disclosures;

· Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instrument Issues': Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

· Section 26 'Share based Payment': Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

· Section 33 'Related Party Disclosures': Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of Bollore SE. These consolidated financial statements are available from its registered office at Tour Bollore, 31-32 quai de Dion Bouton, 92806 Puteaux, Cedex 08, France.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Critical accounting 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 amounts of assets and liabilities that are not readily apparent from other sources. The estimates and 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 assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, or in the period of the revision and future periods if the revision affects both current and future periods.

The directors have made no judgments, estimates or assumptions which materially affects the figures reflected in these financial statements.

Turnover

Turnover represents commission receivable on the value of UK sales of equipment. Turnover is the amount derived from the provision of goods/services, and stated after trade discounts, other sales taxes and VAT.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery

-

25% on cost

Fixtures and fittings

-

25% on cost

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 balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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 balance sheet 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.

Going concern

The financial statements have been prepared on a going concern basis as the parent undertaking, Automatic Systems SA, has agreed to provide such financial support as may be necessary in order to enable the company to meet its financial obligations as they fall due in the foreseeable future and will be provided for a period of at least 12 months from the approval date of these financial statements.The Directors have assessed the ability and willingness of Automatic Systems SA to provide support and did not identify any issues.

Accordingly, the Directors continue to adopt the going concern basis of accounting in preparing these financial statements.

Debtors and creditors

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market for the year ended 31 December 2023 is given below:

United Kingdom

100.00%

100.00

%

This analysis is not considered to be applicable to the year ended 31 December 2024.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 14 (2023 - 13 ) .

2023

2022

£

£

Wages and salaries

808,707

710,428

Social security costs

118,220

101,800

Other pension costs

42,999

57,011

969,926

869,239

5.	DIRECTORS' EMOLUMENTS

2024

2023

£

£

Directors' remuneration

115,505

144,113

Directors' pension contributions to money purchase schemes

5,400

25,870

6.	EXCEPTIONAL ITEMS

2024

2023

£

£

Part repayment of previously

waived inter group loan

(194,680

)

(335,119

)

7.

INTEREST RECEIVABLE AND SIMILAR INCOME

All Interest Received is from Group Undertakings

8.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2024

2023

£

£

Current tax:

UK corporation tax

67,752

114,694

Tax on profit

67,752

114,694

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2024

2023

£

£

Profit before tax

81,681

146,517

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.520%)

20,420

34,461

Effects of:

Expenses not deductible for tax purposes

51,601

80,855

Movement in deferred tax not recognised

(4,269

)

(622

)

Total tax charge

67,752

114,694

9.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

machinery

fittings

Totals

£

£

£

COST

At 1 January 2024

535

26,212

26,747

Additions

-

16,997

16,997

At 31 December 2024

535

43,209

43,744

DEPRECIATION

At 1 January 2024

535

19,836

20,371

Charge for year

-

6,124

6,124

At 31 December 2024

535

25,960

26,495

NET BOOK VALUE

At 31 December 2024

-

17,249

17,249

At 31 December 2023

-

6,376

6,376

10.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade debtors

2,273

605

Amounts owed by group undertakings

681,326

1,218,674

Other debtors

28,123

25,830

VAT

40,933

24,828

Prepayments and accrued income

82,576

54,446

835,231

1,324,383

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

80,852

52,641

Corporation tax

67,788

114,694

Social security and other taxes

26,766

24,148

Other creditors

6,892

4,730

Accruals and deferred income

249,724

179,550

432,022

375,763

12.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2024

2023

£

£

Within one year

66,397

19,249

Between one and five years

163,893

44,102

230,290

63,351

13.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

53,500

Ordinary

£1

53,500

53,500

14.	CONTINGENT LIABILITIES

Automatic Systems Equipment UK Limited owed £1,202,417 to its holding company, Automatic Systems Belgium. An agreement was reached on 31 December 2010 whereby this amount was waived. It has been written off in the financial statements of the holding company. However, the waiver is conditional, the debt becomes due only if certain conditions relating to the past results are attained.

The conditions of the loan waiver repayment have been met due to the company achieving sufficient profit levels for the last three consecutive financial years ended on 31st December 2023.

As a consequence, £194,680 was repaid to the holding company during the year ended 31st December 2024.

The entire £1,202,417 due to Automatic Systems Belgium has now been repaid

15.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is Bollore SE (France).

The entire issued share capital of the company is owned by Automatic Systems SA of Avenue Mercator, 5-1300, Wavre, Belgium.

The smallest and largest group for which group accounts are prepared, which include the company, is Bollore SE. Copies of the group accounts can be obtained at Tour Bollore, 31-32 quai de Dion Bouton, 92806 Puteaux Cedex, France.