Company Registration No. 03754780 (England and Wales)
NSF WALES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
NSF WALES LIMITED
COMPANY INFORMATION
Directors
L Tackett
S Hubbard
Company number
03754780
Registered office
Unit 30 Fern Close
Pen-Y-Fan Industrial Estate
Crumlin, Oakdale
Gwent
NP11 3EH
Auditor
Shaw Gibbs (Audit) Limited
264 Banbury Road
Oxford
OX2 7DY
NSF WALES LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 6
Statement of comprehensive income
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 24
NSF WALES LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Review of the business

The company's principal business during the financial year was the provision of testing and certification services to national and international standards, as well as a range of new product evaluation services for the water industry to assist in ensuring quality and safety.

In 2024, turnover has increased by 17% from £5.4m in 2023 to £6.3m in 2024. The profit before taxes has increased from £0.7m in 2023 to £1.2m in 2024. There continues to be demand of the company's services as customers require testing and certification of existing and new product approvals for sale in the UK market. The company has an established client base, and by being part of the international NSF group, shares in the global drive to generate further business.

Principal risks and uncertainties

Financial risk management objectives and policies are outlined in the directors’ report.

 

Our principal operations are in an established and mature UK market, where there is some organic growth, and the company is also gaining additional customers and new projects. The principal risks to the company are therefore related to the maintaining a competitive position in a mature market, whilst expanding its offering with new digital services, broadening the customer base and focusing on services with sustainable margins. Some risks from international clients where local lab competition is being established will impact growth, but new services are being added for the UK market to offset this competitive pressure.

Key performance indicators

The company uses a number of new digital dashboards to track key performance indicators. Goals have been set for every individual in the business. This has resulted in a much clearer focus for the business and individuals.

 

The scorecard contains five segments to ensure there is a balanced approach.

•    Financial – focusing on revenue and increasingly profitability.

•    Customers – ensuring we are tracking how well we are serving them.

•    Colleagues – making NSF a great place to work to retain and attract talent.

•    Operations – to ensure we are running efficiently and effectively.

•    ESG - making every possible effort to ensure our activities preserve human and planet health.

Future developments

The company will continue to scrutinise the core markets it serves with regular strategic reviews, allowing our teams to focus on innovation and developing new services to meet future and ever-changing client needs.

 

On behalf of the board

L Tackett
Director
5 September 2025
NSF WALES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The company's principal business during the financial year was the provision of product evaluation to national and international standards and a range of research and analysis services for industry, government agencies and water suppliers.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. 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:

L Tackett
D Purkiss
(Resigned 30 May 2025)
S Hubbard
Auditor

The auditor, Shaw Gibbs (Audit) Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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:

 

 

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.

Matters covered in the strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future developments.

NSF WALES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
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.

On behalf of the board
L Tackett
Director
5 September 2025
NSF WALES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NSF WALES LIMITED
- 4 -
Opinion

We have audited the financial statements of NSF Wales Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant 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).

In our opinion the financial statements:

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 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 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.

Opinions on other matters prescribed by the Companies Act 2006

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

NSF WALES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF NSF WALES LIMITED
- 5 -
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:

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.

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.

  1. At the planning stage of the audit, we gain an understanding of the laws and regulations which apply to the company and how the management seek to comply with those laws and regulations. This helps us to plan appropriate risk assessments.

     

  2. During the audit, we focus on relevant risk areas and review the compliance with the laws and regulations by making relevant enquiries and undertaking corroboration, for example by reviewing Board Minutes and other documentation.

     

  3. We assess the risk of material misstatement in the financial statements including as a result of fraud and undertake procedures including:

  1. Reviewing the controls set in place by management;

  2. Making enquiries of management as to whether they consider fraud or other irregularity may have taken place, or where such opportunity might exist;

  3. Challenging management assumptions with regard to accounting estimates; and

  4. Identifying and testing journal entries, particularly those which appear to be unusual by size or nature.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

NSF WALES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF NSF WALES LIMITED
- 6 -

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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.

Nikolaos Ioannidis
Senior Statutory Auditor
For and on behalf of Shaw Gibbs (Audit) Limited
8 September 2025
Chartered Certified Accountants
Statutory Auditor
264 Banbury Road
Oxford
OX2 7DY
NSF WALES LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
2024
2023
Notes
£
£
Turnover
3
6,323,183
5,392,715
Cost of sales
(1,979,341)
(1,897,404)
Gross profit
4,343,842
3,495,311
Administrative expenses
(3,047,396)
(2,777,016)
Operating profit
4
1,296,446
718,295
Interest receivable and similar income
8
402,851
439,430
Interest payable and similar expenses
7
(467,000)
(492,000)
Profit before taxation
1,232,297
665,725
Tax on profit
9
(388,281)
(238,951)
Profit for the financial year
844,016
426,774
Other comprehensive income
Actuarial gain on defined benefit pension schemes
385,250
285,000
Total comprehensive income for the year
1,229,266
711,774

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

 

There are no recognised gains and losses other than those passing through the statement of total comprehensive income.

NSF WALES LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 8 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
10
820,296
685,665
Current assets
Debtors falling due after more than one year
11
428,763
583,387
Debtors falling due within one year
11
7,577,535
6,914,385
Cash at bank and in hand
1,442,283
1,258,457
9,448,581
8,756,229
Creditors: amounts falling due within one year
12
(3,243,460)
(3,084,743)
Net current assets
6,205,121
5,671,486
Total assets less current liabilities
7,025,417
6,357,151
Provisions for liabilities
Defined benefit pension liability
14
2,271,025
2,832,025
(2,271,025)
(2,832,025)
Net assets
4,754,392
3,525,126
Capital and reserves
Called up share capital
15
1,100,001
1,100,001
Profit and loss reserves
3,654,391
2,425,125
Total equity
4,754,392
3,525,126

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 5 September 2025 and are signed on its behalf by:
L Tackett
Director
Company registration number 03754780 (England and Wales)
NSF WALES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2023
1,100,001
1,713,351
2,813,352
Year ended 31 December 2023:
Profit for the year
-
426,774
426,774
Other comprehensive income:
Actuarial gain on defined benefit plans
-
285,000
285,000
Total comprehensive income for the year
-
711,774
711,774
Balance at 31 December 2023
1,100,001
2,425,125
3,525,126
Year ended 31 December 2024:
Profit for the year
-
844,016
844,016
Other comprehensive income:
Actuarial gain on defined benefit plans
-
385,250
385,250
Total comprehensive income for the year
-
1,229,266
1,229,266
Balance at 31 December 2024
1,100,001
3,654,391
4,754,392
NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
1
Accounting policies
Company information

NSF Wales Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 30 Fern Close, Pen-Y-Fan Industrial Estate, Crumlin, Oakdale, Gwent, NP11 3EH.

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.

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.

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:

 

 

NSF Wales Limited is a wholly owned subsidiary of NSF International and the results of NSF Wales Limited are included in the consolidated financial statements of NSF International which are available from NSF International, P.O. Box 130140, 789 N. Dixboro Road, Ann Arbor, MI 48105, USA.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is stated net of VAT and trade discounts, and represents the amounts derived from the provision of services from operations in the UK, which fall within the company's ordinary activities.

Training and consultancy revenue is recognised in the period the service is provided. Testing revenue is recognised when testing has been completed. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.

1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 11 -

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
5 to 25 years straight line
Plant and equipment
3 to 10 years straight line
Fixtures and fittings
3 to 10 years straight 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.

1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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.

1.6
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.

1.7
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.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.8
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.9
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.

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
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.

Group relief

The company is part of a tax group with other group entities for corporation tax purposes. Group relief is used to manage the overall tax position of the group. Consideration is earned or paid for this group relief equivalent to the tax charge or credit transferred. These are disclosed as part of the total taxation charge.

1.10
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.

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.11
Retirement benefits

 

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expenses in the profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.

 

Defined benefit pension plan

 

The company operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employees will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.

 

NSF Wales Limited Pension Scheme ("the Scheme") was set up in 2022 and started paying benefits from April 2022, receiving a bulk transfer of £7.9 million in September 2022 from its preceding scheme, Water Associated Employers' Pension Scheme 'WAEPS'.

 

The actuarial calculations are based on a roll forward of the previous accounting disclosures, or most recent actuarial valuation of the Scheme, using a "roll forward" methodology. For the accounting period ending 31 December 2024, the company's actuaries have used the position of the Scheme as at 30 June 2022 based on the actuarial valuation signed in November 2023, rolling forward the accounting date. The calculations are, in effect, based on base membership data used by the Scheme Actuary when carrying out the funding valuation with an effective date of 30 June 2022.

 

The present value of the defined benefit obligation is determined using the projected unit method.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income.

 

The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:

 

a)    the increase in net pension benefit liability arising from employee service during the period; and

 

b)    the cost of plan introductions, benefit charges, curtailments and settlements.

 

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets.

 

The deferred tax relating to the defined benefit liability is included within other deferred tax assets or liabilities and not offset against the deferred benefit liability.

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.12
Leases

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.

1.13
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.

1.14

Interest Income

Interest income is recognised when it is probable that the economic benefits will flow to the company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

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.

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 16 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Defined benefit pension scheme liability

The first triennial valuation of the company's defined benefit pension scheme, as at 30 June 2022, was signed by Atkin Pensions (Scheme Actuary) in November 2023 and has been used by the company's actuaries (Western Pension Solutions, qualified independent actuaries) when producing the scheme's valuation & disclosures.

 

The actuaries' calculations were, in effect, based on base membership data used by Atkin Pensions when carrying out the funding valuation with an effective date of 30 June 2022.

 

Invested asset data was taken from a Mobius statement provided by Atkins Pensions.

 

Benefits paid and expenses were estimated based on the information provided by Atkins Pensions.

 

The actuaries projected the present value of the defined benefit obligations from the cash equivalent transfer value position as at 30 June 2022 to the accounting date, allowing for:

 

These are approximate projections, which are less accurate than detailed calculations based on individual member data as at the accounting date. If, for example, experience since the above date has been significantly different from the assumptions used, or if there have been special events which the actuaries were not aware of, the present value of the obligation based on a full valuation could be materially different from that calculated.

 

In summary, the calculations of the actuaries are based on a roll forward of the previous accounting disclosures, or most recent actuarial valuation of the Scheme, using a "roll forward" methodology. For this year end, the actuaries have used used the position of the Scheme as at 30 June 2022 based on the actuarial valuation signed in November 2023 by the Scheme's Actuary, rolling forward to the accounting date. The accuracy of this approach depends on many factors, and it is difficult to assess how applying this method would compare with carrying out a full valuation using individual membership data. However, for a typical employer they would expect the difference to diverge by no more than 2% per annum. This is in addition to the usual uncertainty involved in a defined benefit pension scheme valuation, owing to the number of assumptions made.

 

As required by FRS 102, the present value of the defined benefit obligation is determined using the projected unit method.

Bad debt provision

Having taken into consideration the historic and current levels of bad debts, the directors consider it appropriate to have a specific bad debt provision in place. The directors' assessment of the necessity and adequacy of the bad debt provision takes into consideration the latest available information regarding the recoverability of the relevant amounts and the circumstances of the customers.

3
Turnover and other revenue

No geographical analysis of turnover is presented as the directors are of the opinion that to do so would be seriously prejudicial to the interests of the company. Management consider all revenue to be from one class, being water consulting and engineering testing.

 

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Turnover and other revenue
(Continued)
- 17 -
2024
2023
£
£
Other revenue
Interest income
402,851
439,430
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(150)
1,234
Fees payable to the company's auditor for the audit of the company's financial statements
14,700
14,200
Depreciation of owned tangible fixed assets
162,540
145,491
Loss on disposal of tangible fixed assets
3,128
-
Operating lease charges
113,855
142,505
5
Employees

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

2024
2023
Number
Number
Technical and support
37
34
Management and administration
19
19
Total
56
53

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
2,770,582
2,569,704
Social security costs
302,059
313,460
Pension costs
207,668
214,151
3,280,309
3,097,315
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
194,045
133,622
NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
7
Interest payable and similar expenses
2024
2023
£
£
Net interest on the net defined benefit liability
467,000
492,000
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
6,638
8,354
Interest on the net defined benefit asset
346,000
381,000
Interest receivable from group companies
50,213
50,076
Total income
402,851
439,430
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
4,551
3,463
Double tax relief
(4,551)
(3,463)
Group tax relief
229,105
127,253
Total UK current tax
229,105
127,253
Foreign current tax on profits for the current period
4,551
3,483
Adjustments in foreign tax in respect of prior periods
-
0
10,463
Total current tax
233,656
141,199
Deferred tax
Origination and reversal of timing differences
154,625
97,752
Total tax charge
388,281
238,951
NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Taxation
(Continued)
- 19 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
1,232,297
665,725
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.50%)
308,074
156,445
Tax effect of expenses that are not deductible in determining taxable profit
80,989
47,640
Double tax relief
(4,551)
(3,463)
Permanent capital allowances in excess of depreciation
(782)
24,383
Effect of overseas tax rates
4,551
3,483
Effect of group relief
(229,105)
(127,253)
Payment receipt for group relief
229,105
127,253
Foreign taxation adjustments in respect of prior years
-
0
10,463
Taxation charge for the year
388,281
238,951
10
Tangible fixed assets
Leasehold improvements
Plant and equipment
Fixtures and fittings
Total
£
£
£
£
Cost
At 1 January 2024
704,686
2,212,523
127,313
3,044,522
Additions
171,511
123,061
5,727
300,299
Disposals
-
0
-
0
(33,639)
(33,639)
At 31 December 2024
876,197
2,335,584
99,401
3,311,182
Depreciation and impairment
At 1 January 2024
583,496
1,694,417
80,944
2,358,857
Depreciation charged in the year
31,301
117,814
13,425
162,540
Eliminated in respect of disposals
-
0
-
0
(30,511)
(30,511)
At 31 December 2024
614,797
1,812,231
63,858
2,490,886
Carrying amount
At 31 December 2024
261,400
523,353
35,543
820,296
At 31 December 2023
121,190
518,106
46,369
685,665
NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
11
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,495,751
1,646,461
Corporation tax recoverable
108,471
108,471
Amounts owed by group undertakings
1,631,087
858,989
Loans to group undertakings
4,148,166
4,097,953
Other debtors
15,415
-
0
Prepayments and accrued income
178,645
202,511
7,577,535
6,914,385
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 13)
428,763
583,387
Total debtors
8,006,298
7,497,772
12
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Trade creditors
262,796
275,952
Amounts owed to group undertakings
1,950
-
0
Taxation and social security
134,905
145,935
Deferred income
2,425,688
2,239,598
Other creditors
-
0
236
Accruals
418,121
423,022
3,243,460
3,084,743
13
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Assets
Assets
2024
2023
Balances:
£
£
Accelerated capital allowances
(138,993)
(124,619)
Retirement benefit obligations
567,756
708,006
428,763
583,387
NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
13
Deferred taxation
(Continued)
- 21 -
2024
Movements in the year:
£
Asset at 1 January 2024
(583,387)
Charge to profit or loss
154,624
Asset at 31 December 2024
(428,763)
14
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
135,418
115,126

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.

Defined benefit schemes

The company operates a defined benefit scheme for qualifying employees. See note 1.11.

A full actuarial valuation was carried out as at 30 June 2022 by Atkin Pensions and updated to 31 December 2024 by Jon Sharp (Western Pension Solutions), Fellow of the Institute of Actuaries. The present value of the defined benefit obligation was determined using the projected unit method.

 

2024
2023
Key assumptions
%
%
Discount rate
5.45
4.50
RPI Inflation
3.15
3.00
CPI Inflation
2.65
2.50
Mortality assumptions
2024
2023

Assumed life expectations on retirement at age 65:

Years
Years
Retiring today
- Males
21.2
21.0
- Females
23.8
23.6
2024
2023

Amounts recognised in the profit and loss account

£
£
Net interest on net defined benefit liability/(asset)
121,000
111,000
Other costs and income
72,000
99,000
Total costs
193,000
210,000
NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
14
Retirement benefit schemes
(Continued)
- 22 -
2024
2023

Amounts taken to other comprehensive income

£
£
Return on scheme assets excluding interest income
582,000
388,000
Actuarial changes related to obligations
(967,250)
85,000
Experience gains on obligation
-
(758,000)
Total (income)/ costs
(385,250)
(285,000)

The amounts included in the balance sheet arising from the company's obligations in respect of defined benefit plans are as follows:

2024
2023
£
£
Present value of defined benefit obligations
9,648,775
10,615,025
Fair value of plan assets
(7,377,750)
(7,783,000)
Deficit in scheme
2,271,025
2,832,025
2024

Movements in the present value of defined benefit obligations

£
Liabilities at 1 January 2024
10,615,025
Benefits paid
(466,000)
Actuarial gains and losses
(967,250)
Interest cost
467,000
At 31 December 2024
9,648,775
2024

Movements in the fair value of plan assets

£
Fair value of assets at 1 January 2024
7,783,000
Interest income
346,000
Return on plan assets (excluding amounts included in net interest)
(582,000)
Benefits paid
(466,000)
Contributions by the employer
368,750
Other
(72,000)
At 31 December 2024
7,377,750

The actual return on plan assets was £236,000 loss (2023 - £7,000 loss).

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
14
Retirement benefit schemes
(Continued)
- 23 -
2024
2023

Fair value of plan assets at the reporting period end

£
£
Growth
3,010,000
5,464,981
Income
744,000
765,567
LDI
3,454,000
1,390,040
Cash
169,750
162,412
7,377,750
7,783,000
15
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
'A' Ordinary shares of £1 each of £1 each
550,001
550,001
550,001
550,001
'C' Ordinary shares of £1 each of £1 each
550,000
550,000
550,000
550,000
1,100,001
1,100,001
1,100,001
1,100,001

The authorised share capital of the company consists of 550,001 £1 'A' shares and 550,000 ordinary £1 'C' shares. The 'A' shares have full voting and economic rights. The 'C' shares have no voting rights and deferred economic rights.

16
Financial commitments, guarantees and contingent liabilities

The company is party to a group VAT registration and is therefore jointly and severally liable for the total amounts due to HM Revenue and Customs by all group companies included within that registration. At 31 December 2024, £687k (2023: £546k) was due and payable by NSF Safety and Quality UK Limited.

17
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
88,386
100,082
Between two and five years
523,984
14,304
In over five years
610,565
-
1,222,935
114,386
18
Related party transactions

The company has taken advantage of the exemptions provided by FRS 102 Section 33, not to disclose transactions and outstanding balances with other wholly owned companies of the NSF International Group, which are directly or indirectly wholly owned by NSF International.

NSF WALES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
19
Ultimate controlling party

The immediate and ultimate parent undertaking as well as the ultimate controlling party of the company is NSF International, a not for profit corporation chartered under the laws of the state of Michigan, USA.

 

The smallest and largest group of companies within which the company belongs and for which consolidated financial statements are available is that headed by NSF International. Group financial statements can be obtained from its registered address: 789 North Dixboro Road, Ann Arbour, MI 48105, USA.

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