ACCOUNTS - Final Accounts preparation

An analysis of turnover by class of business is as follows:

Registered number: 06844275

ASGARD CONTROLLED ENVIRONMENTS LTD

AUDITED

ANNUAL REPORT
AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED
31 DECEMBER 2024

ASGARD CONTROLLED ENVIRONMENTS LTD

COMPANY INFORMATION

Directors	Mr J Comerford
	Mr D Larkin (appointed 18 November 2024)
	Mr R McAlhone
	Mr J Lacking
	Mr J Byrne (resigned 21 October 2024)


Company secretary	Mr D Larkin


Registered number	06844275


Registered office	2nd Floor
	Kingsley Hall
	Bailey Lane
	Manchester
	M90 4AN


Independent auditors	Wellden Turnbull Limited
	Albany House
	Claremont Lane
	Esher
	Surrey
	KT10 9FQ

ASGARD CONTROLLED ENVIRONMENTS LTD

CONTENTS

	Page
Strategic report	1 - 2
Directors' report	3 - 4
Independent auditors' report	5 - 8
Statement of income and retained earnings	9
Balance sheet	10
Notes to the financial statements	11 - 24

ASGARD CONTROLLED ENVIRONMENTS LTD

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction

The Directors present the strategic report for the year ended 31 December 2024.
The principal activity of the Company continued to be the provision of turnkey cleanroom and/or controlled environment solutions, including design, supply, installation, commissioning, and validation. There has been no significant change on these activities during the financial year ending 31 December 2024.

Business review

The results for the year and the financial position at year-end were considered satisfactory by the Directors and were in line with expected growth in the financial year and demand for the Company’s services.
The Company's annual turnover was £19,708,417 (2023 - £19,081,619), a 3% increase year on year. Gross profit increased to £3,123,414 (2023 - £2,448,341), an increase of 28% year on year, primarily because of the increased turnover in the period.
The Company's annual profit after tax was £1,348,168 (2023 - £548,646).
The Company's balance sheet continues to be strong, with a net asset position of £975,521 (2023 - £810,068) with closing cash reserves of £1,198,139 (2023 - £1,642,174).

Future developments

The Directors propose to continue the Company's current activities and seek opportunities and growth in the same field.

Principal risks and uncertainties

The Board is responsible for maintaining an adequate system of internal control and risk management. The Company is subject to risks which may impact financial earnings, assets and liquidity. The Board believes it has taken reasonable steps to mitigate loss due to risks and uncertainties.
The Company's future revenues and profits are dependent upon its ability to secure new customers and additional work from existing customers, which itself depends upon demand in the UK market. In this regard, the Company is exposed to the wider risks of the UK economy and specifically the sectors it serves, which include the pharmaceutical and biotech sectors; semi-conductor and microelectronic sectors; and electric vehicle and general battery sectors.
The length of projects exposes the Company to credit risk. The Board serves to mitigate this risk by undertaking credit checks on customers in advance of entering contracts.
The Company meets its day-to-day liquidity requirements through its cash reserves. Contractually agreed billing is specified at the outset, reviewed throughout projects, and is based on project milestones and stage of project completion. This allows the Company to actively manage its liquidity and working capital.
The Company has no external borrowings, and operates principally in the UK, and therefore has limited interest rate and foreign currency risks.

Page 1

ASGARD CONTROLLED ENVIRONMENTS LTD

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Financial key performance indicators

The Company uses a series of key performance indicators to monitor the performance of the business.
2024 2023
Turnover £19.7m £19.1m
Gross profit £3.1m £2.5m
Gross profit margin 15.7% 13.1%
Profit after tax £1.3m £0.5m
Net profit margin 6.6% 2.6%

This report was approved by the board and signed on its behalf.

Mr R McAlhone

Director

Date: 25 September 2025

Page 2

ASGARD CONTROLLED ENVIRONMENTS LTD

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

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

Directors' responsibilities statement

The Directors are responsible for preparing the strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;

∙make judgements and accounting estimates that are reasonable and prudent;

∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

∙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 to 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.

Principal activity

The principal activity of the Company is to provide turnkey cleanroom and/or controlled environment solutions, including design, supply, installation, commissioning, and validation.

Directors

The Directors who served during the year were:

Mr J Comerford

Mr D Larkin (appointed 18 November 2024)

Mr R McAlhone

Mr J Lacking

Mr J Byrne (resigned 21 October 2024)

Disclosure of information to auditors

Each of the persons who are Directors at the time when this Directors' report is approved has confirmed that:

∙so far as the Director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

∙the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Page 3

ASGARD CONTROLLED ENVIRONMENTS LTD

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Auditors

The auditors, Wellden Turnbull Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

Mr R McAlhone

Director

Date: 25 September 2025

Page 4

ASGARD CONTROLLED ENVIRONMENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ASGARD CONTROLLED ENVIRONMENTS LTD

Opinion

We have audited the financial statements of Asgard Controlled Environments Ltd (the 'Company') for the year ended 31 December 2024, which comprise the statement of income and retained earnings, the balance sheet and the related notes, including a summary of 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:

∙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; and

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

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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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 auditors' 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.

Page 5

ASGARD CONTROLLED ENVIRONMENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ASGARD CONTROLLED ENVIRONMENTS LTD (CONTINUED)

Opinion 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 strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.

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:

∙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.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 3, 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.

Page 6

ASGARD CONTROLLED ENVIRONMENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ASGARD CONTROLLED ENVIRONMENTS LTD (CONTINUED)

Auditors' 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 auditors' 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. We have identified the greatest risk of a material impact on the financial statements from irregularities, including fraud, to relate to the timing and recognition of revenue, the valuation of work in progress including any related provisions and the override of controls by management. We have obtained an understanding of the legal and regulatory frameworks that the Company operates within including both those that directly have an impact on the financial statements and more widely those for which non-compliance could have a significant impact on the Company’s operations and reputation. The Companies Act 2006, employee legislation, health and safety legislation, UK tax law and data protection regulation are those we have identified in this regard. Auditing standards limit the required procedures as to non-compliance with laws and regulations to enquiries of those charged with governance and review of any applicable correspondence.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

∙Enquiry of management and those charged with governance as to actual and potential litigation and claims;

∙Enquiry of management and staff in tax and compliance functions to identify any instances of non compliance with laws and regulations;

∙Assessing the reasonableness of revenue, project completion and accrued and deferred income recognised in the period based on underlying contractual terms and obligations and the requirements of accounting standards, ensuring that sales are recorded in the correct period;

∙Assessing the reasonableness of assumptions and estimates used by Directors in the recognition of project income and expenses, based on stage of completion, and the valuation of related work in progress and any associated provisions recognised to reflect the expected recoverability of said balances;

∙Assessing the reasonableness of any recognised provisions in the context of financial reporting standards and the Company's business;

∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations and accounting standards; and

∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business, and reviewing accounting estimates for bias.

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.

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

Page 7

ASGARD CONTROLLED ENVIRONMENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ASGARD CONTROLLED ENVIRONMENTS LTD (CONTINUED)

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 auditors' 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.

Mark Nelligan FCA (Senior Statutory Auditor)

for and on behalf of

Wellden Turnbull Limited

Albany House

Claremont Lane

Esher

Surrey

KT10 9FQ

25 September 2025

Page 8

ASGARD CONTROLLED ENVIRONMENTS LTD

STATEMENT OF INCOME AND RETAINED EARNINGS

FOR THE YEAR ENDED 31 DECEMBER 2024

	2024	2023
	£	£

	Note
Turnover	4	19,708,417	19,081,619
Cost of sales		(16,585,003)	(16,633,278)
Gross profit		3,123,414	2,448,341
Administrative expenses		(1,545,064)	(1,801,718)
Other operating income		3,028	11,986
Operating profit	6	1,581,378	658,609
Interest receivable and similar income	9	8,998	-
Interest payable and similar expenses	10	(6,568)	(15,586)
Profit before tax		1,583,808	643,023
Tax on profit	11	(235,640)	(94,377)
Profit after tax		1,348,168	548,646



Retained earnings at the beginning of the year		745,486	196,840
Profit for the year		1,348,168	548,646
Dividends declared and paid	12	(1,179,375)	-
Retained earnings at the end of the year		914,279	745,486

The notes on pages 11 to 24 form part of these financial statements.

Page 9

ASGARD CONTROLLED ENVIRONMENTS LTD

REGISTERED NUMBER: 06844275

BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Intangible assets	13		43,393		47,904
Tangible fixed assets	14		135,484		153,479
Current assets
Stocks	15	150,076		-
Debtors: amounts falling due within one year	16	4,690,653		8,294,364
Bank and cash balances	17	1,198,139		1,642,174
		6,038,868		9,936,538
Creditors: amounts falling due within one year	18	(5,196,754)		(9,234,602)
Net current assets			842,114		701,936
Total assets less current liabilities			1,020,991		903,319
Creditors: amounts falling due after more than one year	19		(45,470)		(93,251)

Net assets			975,521		810,068

Capital and reserves
Called up share capital	20	2	2
Share premium account	21	66,817	66,817
Foreign exchange reserve	21	(5,577)	(2,237)
Profit and loss account	21	914,279	745,486
		975,521	810,068

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

Mr R McAlhone

Director

Date: 25 September 2025

The notes on pages 11 to 24 form part of these financial statements.

Page 10

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	Statutory information

Asgard Controlled Environments Ltd (the Company) is a private company, limited by shares, registered in England and Wales, registration number 06844275. The registered office and principal place of business is 2nd Floor Kingsley Hall, Bailey Lane, Manchester, England, M90 4AN.

2.Accounting policies

2.1

Statement of compliance

The accounts have been prepared in accordance with the provisions of Financial Reporting Standard 102. There were no material departures from that standard.

2.2

Basis of preparation

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The financial statements cover the Company as an individual entity and are presented in sterling, which is the functional currency of the Company and rounded to the nearest £.

2.3

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d).

This information is included in the consolidated financial statements of Asgatech Group Business Services (GBS) Limited as at 31 December 2024 and these financial statements may be obtained from the Ireland Company Registration Office (CRO).

2.4

Summary of significant accounting policies

The principal accounting policies applied in the preparation of these financial statements are set out
below. These policies have been consistently applied to all the years presented, unless otherwise
stated.

Page 11

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


	2.5	Going concern

These financial statements have been prepared on a going concern basis which means that the Company will continue to meet its liabilities as they fall due for a period of at least 12 months from the date of approval of the financial statements.
The Company generated a profit before tax of £1,583,807 during the year ended 31 December 2024 and, as of that date, the Company was in a net asset position of £975,521 including cash reserves of £1,198,139. The Directors further cite a good pipeline of projects and the performance of the Company which has seen strengthening of the balance sheet. The Directors cite, if required, the continued support and financing available from the Company’s parent if required.
In assessing the appropriateness of the going concern basis of preparation, the Directors have taken into account the key risks of the business at a group and local company level, including the business model and availability of cash resources. Having undertaken their going concern assessment, the Directors have a reasonable expectation that the Company will have sufficient resources to meet its liabilities as they fall due for a period of at least 12 months from the date of approval of these financial statements and the Directors consider it appropriate to prepare these financial statements on a going concern basis.

2.6

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Construction contracts
When the outcome of a construction contract can be estimated reliably, the Company recognises contract revenue and contract costs associated with the construction contract as revenue and expenses respectively by reference to the stage of completion of the contract activity at the end of the reporting period. Reliable estimation of the outcome requires reliable estimates of the stage of completion, future costs and collectability of billings.
The percentage of completion method used is based on completion of a proportion the contract value, as determined by quantity surveyor valuations at the reporting date. Accrued income, accrued expenses, deferred income and prepayments are recognised accordingly in the balance sheet so that costs and revenue on construction contracts recorded during the period are reflective of the contract stage of completion at the reporting date.
Variations to, and claims arising in respect of contracts, are included in revenue to the extent that they have been agreed with the customer or their recoverability is assessed to be probable and can be reliably measured. Provisions are made against contract debtors, with a corresponding debit to revenue, where it is probable that they will not be recovered and the irrecoverable amount can be reliably estimated.
When the outcome of a construction contract cannot be estimated reliably:
(a) the Company recognises revenue only to the extent of contract costs incurred that it is probable will be recoverable; and
(b) the Company recognises contract costs as an expense in the period in which they are incurred.

Page 12

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.6

Revenue (continued)

When it is probable that total contract costs will exceed total contract revenue on a construction contract, the expected loss is recognised as an expense immediately, with a corresponding provision for an onerous contract.
Retentions recoverable in respect of construction contracts are recognised within other debtors.

2.7

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.9

Pensions

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 expense in 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.

2.10

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 13

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.11

Intangible assets

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

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

2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Motor vehicles	-	20%	Straight line
Fixtures and fittings	-	33%	Straight line
Computer equipment	-	33%	Straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

2.13

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

2.14

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 14

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.16

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.17

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Page 15

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.17

Financial instruments (continued)

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

2.18

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 16

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates.
The following are the Company’s key judgements and sources of estimation uncertainty:
Management are required to estimate the project stage of completion in respect of construction contracts, which is subject to estimation uncertainty in respect of a) project variations yet to be certified b) works completed under cost-plus arrangements where costs incurred are in dispute. This impacts revenue and expenses recognition in profit and loss as well as accrued expenses and accrued income on the balance sheet.
Management are required to estimate the recoverable amounts of both invoiced and uninvoiced project debtors, taking into account the status of any negotiations and disputes ongoing at the date of approval of the financial statements. Management recognise provisions where balances are not deemed to be recoverable.
There are no further judgements or estimates when applying the accounting policies that have a significant effect on the amounts recognised in the financial statements that are not readily apparent from other sources.

	Contract revenue	19,708,417	19,081,619

All turnover arose within the United Kingdom.

5.	Other operating income
		2024	2023
		£	£

	Foreign exchange difference - gain	3,028	11,986

Auditors' remuneration - audit services	9,345	11,345
Exchange differences	(3,028)	(11,986)
Other operating lease rentals	119,718	108,209

Page 17

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Wages and salaries	1,647,096	1,545,410
Social security costs	202,802	196,225
Cost of defined contribution scheme	190,609	280,030
	2,040,507	2,021,665

The average monthly number of employees, including the Directors, during the year was as follows:

	2024	2023
	No.	No.

Average number of employees	29	29

8.	Directors' remuneration
		2024	2023
		£	£

Directors' emoluments	290,000	261,000
Company contributions to defined contribution pension schemes	119,630	212,642
	409,630	473,642

9.	Interest receivable
		2024	2023
		£	£

Other interest receivable

8,998

10.	Interest payable and similar expenses
		2024	2023
		£	£

Other interest payable

6,568

15,586

Page 18

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Corporation tax
Current tax on profits for the year	235,640	94,377

Profit on ordinary activities before tax

1,583,808

643,023

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)	395,952	151,110
Effects of:
Capital allowances for year in excess of depreciation	(1,265)	(16,090)
Utilisation of tax losses	-	(59,203)
Adjustments to tax charge in respect of prior periods	(94,376)	-
Adjustment in research and development tax credit leading to a decrease in the tax charge	(75,862)	-
Other differences leading to an increase in the tax charge	11,191	18,560
Total tax charge for the year	235,640	94,377

Factors that may affect future tax charges

The increase in the corporation tax rate from 19% to 25% has been applied from April 2023.
There are no changes expected to the future corporation tax rate.

12.	Dividends
		2024	2023
		£	£

Dividends

1,179,375

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ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

13.	Intangible assets

		Computer software
		£
	Cost
	At 1 January 2024	51,428
	At 31 December 2024	51,428
	Amortisation
	At 1 January 2024	3,524
	Charge for the year on owned assets	4,511
	At 31 December 2024	8,035
	Net book value
	At 31 December 2024	43,393
	At 31 December 2023	47,904

Page 20

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

14.	Tangible fixed assets

	Motor vehicles	Fixtures and fittings	Total
	£	£	£
Cost or valuation
At 1 January 2024	213,550	2,990	216,540
Additions	39,250	-	39,250
Disposals	(45,470)	-	(45,470)
At 31 December 2024	207,330	2,990	210,320
Depreciation
At 1 January 2024	60,071	2,990	63,061
Charge for the year on owned assets	45,887	-	45,887
Disposals	(34,112)	-	(34,112)
At 31 December 2024	71,846	2,990	74,836
Net book value
At 31 December 2024	135,484	-	135,484
At 31 December 2023	153,479	-	153,479

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
	2024	2023
	£	£


	Motor vehicles	77,302	103,806

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ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

15.	Stocks
		2024	2023
		£	£

	Work in progress (goods to be sold)	150,076	-

16.

Debtors

					2024	2023
					£	£


Trade debtors	1,397,961	1,939,932
Amounts owed by group undertakings	243,873	3,372,551
Other debtors	1,014,252	1,653,178
Prepayments and accrued income	2,034,567	1,328,703
	4,690,653	8,294,364

17.	Cash and cash equivalents
		2024	2023
		£	£

	Cash at bank and in hand	1,198,139	1,642,174

18.	Creditors: Amounts falling due within one year
		2024	2023
		£	£

Trade creditors	1,902,071	2,875,751
Amounts owed to group undertakings	643,000	162,322
Corporation tax	330,016	94,377
Other taxation and social security	108,906	129,748
Obligations under finance lease	41,154	38,569
Other creditors	-	13,166
Accruals and deferred income	2,171,607	5,920,669
	5,196,754	9,234,602

Amounts owed to group undertakings are interest free and repayable on demand.

Page 22

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

19.	Creditors: Amounts falling due after more than one year
		2024	2023
		£	£

	Net obligations under finance leases	45,470	93,251

During the prior year, the Company took out a finance lease on two motor vehicles which is payable over 48 months at a fixed interest rate of 6.45%.

20.	Share capital
		2024	2023
		£	£

Allotted, called up and fully paid

181 (2023 - 181) ordinary share capital shares of £0.01 each	2	2

21.

Reserves

Share premium account

The share premium account represents the difference between the par value of the shares issued and the issue price.

Profit and loss account

The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.

22.	Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. Contributions totaling £Nil (2023 - £Nil) were payable to the fund at the balance sheet date.

Not later than 1 year	34,353	82,448
Later than 1 year and not later than 5 years	-	49,469
	34,353	131,917

Page 23

ASGARD CONTROLLED ENVIRONMENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

24.

Related party transactions

During the year the Company paid management charges of £301,336 in relation for work undertaken on UK based projects and received £108,553 for service charges invoices to group entities.
At the balance sheet date, the Company was owed £60,829 from Asgard ROI, a Company within the Asgatech Group, and was also owed £3,445,493 from Asgard Hi-Tech Solutions.
At the year balance sheet date, the Company owed £643,000 to Asgatech Group Business Services (GBS) Limited.

25.	Controlling party

The Company's ultimate parent is Asgatech Group Business Services (GBS) Limited, a company incorporated in the Republic of Ireland, located at Unit E, Purcellsinch Industrial Estate, Kilkenny, Ireland. Asgatech Group Business Services (GBS) Limited prepares group consolidated financial statements which are available from the Ireland Company Registration Office (CRO).
The ultimate controlling party is Mr J Comerford.

Page 24