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Registered number: 10907118












BLUEVOYANT UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

 

BLUEVOYANT UK LIMITED

CONTENTS



Page
Company information
 
1
Strategic report
 
2 - 3
Director's report
 
4
Director's responsibilities statement
 
5
Independent auditor's report
 
6 - 9
Profit and loss account
 
10
Balance sheet
 
11
Statement of changes in equity
 
12
Notes to the financial statements
 
13 - 23


 

BLUEVOYANT UK LIMITED
 
COMPANY INFORMATION


Director
J A Rosenthal 




Registered number
10907118



Registered office
16 Great Queen Street
Covent Garden

London

WC2B 5AH




Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1

 

BLUEVOYANT UK LIMITED
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The directors present their strategic report on the company for the year ended 31 December 2024. The principal
activity of the company during the year continued to be that of a holding company for a cyber defence group.

Business review
 
BlueVoyant UK Limited operates as part of the BlueVoyant, Inc. group of companies ("BlueVoyant Group"), with strategic objectives aligned across the organisation. The Group was established to address some of the most complex cybersecurity challenges faced by corporations and government entities, drawing on extensive experience in developing cyber defence capabilities for highly secure and mission-critical environments. BlueVoyant Limited advances this mission within the United Kingdom and contiental Europe. 
In 2023, the director took the decision to transfer the company’s trade to a fellow its subsidiary Bluevoyant Limited and the results reflect the run down of activities in the company. 
The company’s principal asset comprises an investment in its subsidiary which has a value of £10,817,684.

Principal risks and uncertainties
 
The IT and cyber industry is a fact paced and highly competitve industry, which sees rapid innovations and technological changes which bring several risks to the BlueVoyant Group as a whole. 
The main risks identified are:
People
In the competitive cyber landscape, the company's ability to deliver services, cultivate enduring client relationships and meet forecasted operational and financial targets hinges on the ability to attract, develop and retain highly skilled cyber professionals. The effectiveness of hiring, training and motivating top talent is a strateigc imperative. 
The company maintains a robust talent acquisition and retention strategy, supported by a dedicated team. Throughout the year, it leverages multiple communication channels to actively engage employees and keep them informed about business performance, key developments, and future prospects. Annual engagement surveys are conducted, and the insights gathered are used to implement targeted action plans that support high levels of employee retention. 
Technology
The Company operates wthin a fast-paced and constantly evolving technology landscpae. To remain competitive and mitigate the risk of IT obsolescence, system failures, and cybersecurity threats, it is essential that the Company continously reviews and upgrades its technology infrastructure, resources, and operational processes. 
Proactive investment in innovation and resilience ensures the business remains agile and secure in the face of emerginig technological risks. The Company has dedicated teams that actively monitor emerging technological trends and evolving cybersecurity threats. These teams play a critical role in ensuring the organisation remains at the forefront of innovation while safeguarding its digital assets. Clear communication channels and regular training initiatives are in place to kep employees informed and equipped to respond to new developments, fostering a culture of awareness and resilience acorss the business. 
Competition
The competitive landscape is becoming increasingly saturated, with both traditional service providers and nontraditional entrants aggressively pursuing market share. The boundaries between these players are rapidly dissolving, giving customers a wider array of choices in technologies, vendors, and service delivery models. This shift compels all market participants to operate at peak performance and continuously enhance their capabilities. To remain relevant and competitive, the group must maintain agility, invest in innovation, and deliver differentiated value in a market defined by rapid change and heightened customer expectations.
 
Page 2

 

BLUEVOYANT UK LIMITED

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

BlueVoyant counters competition by emphasising its unique, integrated approach to Third-Party Risk Management (TPRM) and Supply Chain Defence. Our strategy includes offering a platform with advanced analytics, continuous monitoring and remediation by dedicated risk and security operations centres and industryspecific expertise through partnerships with several global leaders in advanced infrastructure and professional service delivery. The group also focuses on client engagement, building strategic alliances to broaden its reach, and providing advanced capabilities to deliver measurable risk reduction and a strong return on investments for clients, setting it apart from competitors who may only provide risk scores. In addition to these factors, BlueVoyant also maintains a healthy view towards potential acquisition targets, where appropriate, in order to advance its position in global markets, new product and service delivery methods and the increased proclivity of artificial intelligence.

Financial key performance indicators
 
The company's key performance indicator is the value of its investment which is shown at cost less impairment. There has been no change in its carrying value.

Other key performance indicators
 
The company has no other key performance indicators.


This report was approved and signed by the sole director..



J A Rosenthal
Director

Date: 30 September 2025

Page 3

 

BLUEVOYANT UK LIMITED

DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The director presents his report and the financial statements for the year ended 31 December 2024.

Director

The director who served during the year was:

J A Rosenthal 

Future developments

The company will continue to act as a holding company.

Disclosure of information to auditor

The director at the time when this director's report is approved has confirmed that:
 
so far as he is aware, there is no relevant audit information of which the company's auditor is unaware, and

he 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 auditor is aware of that information.
Post balance sheet events


There have been no significant events affecting the company since the year end.
This report was approved and signed by the sole director.
 





J A Rosenthal
Director

Date: 30 September 2025

Page 4

 

BLUEVOYANT UK LIMITED
 
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

The director is responsible for preparing the strategic report, the director's report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:

select suitable accounting policies for the company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;


prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006He is 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.

Page 5

 

BLUEVOYANT UK LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BLUEVOYANT UK LIMITED
 FOR THE YEAR ENDED 31 DECEMBER 2024

Opinion


We have audited the financial statements of BlueVoyant UK Limited (the 'company') for the year ended 31 December 2024, which comprise the profit and loss account, the balance sheet, the statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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 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 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 director's 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 director with respect to going concern are described in the relevant sections of this report.


Page 6

 

BLUEVOYANT UK LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BLUEVOYANT UK LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

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 director is responsible for the other information contained within the annual reportOur 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.


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 director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's 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 director's 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 director's 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 director's responsibilities statement set out on page 5, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or have no realistic alternative but to do so.


Page 7

 

BLUEVOYANT UK LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BLUEVOYANT UK LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

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:

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with the director and other management, and from our commercial knowledge and experience of the data security sector; 
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006 and taxation legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and 
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

performed analytical procedures to identify any unusual or unexpected relationships;
tested a sample of journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates set out in note 3 were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance; and
enquiring of management as to actual and potential litigation and claims.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. 
 
Page 8

 

BLUEVOYANT UK LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BLUEVOYANT UK LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.


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 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 2006Our 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.





Mark Hart (senior statutory auditor)
  
for and on behalf of
Blick Rothenberg Audit LLP
 
Chartered Accountants
Statutory Auditor
  
16 Great Queen Street
Covent Garden
London
WC2B 5AH

 
Date: 
30 September 2025
Page 9

 

BLUEVOYANT UK LIMITED
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

  

Turnover
  
264,372
491,201

Administrative expenses
  
184
(328,024)

Exceptional administrative expenses
  
-
864,205

Profit before taxation
  
264,556
1,027,382

Tax on profit
  
-
-

Profit for the financial year
  
264,556
1,027,382

There are no items of other comprehensive income for either the year or the prior year other than the profit for the year. Accordingly, no statement of other comprehensive income has been presented.

Page 10


 
REGISTERED NUMBER:10907118
BLUEVOYANT UK LIMITED

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Fixed asset investments
 11 
10,817,684
10,817,684

  
10,817,684
10,817,684

Current assets
  

Debtors: amounts falling due within one year
 12 
652,712
682,936

Cash at bank and in hand
  
405,950
397,139

  
1,058,662
1,080,075

Creditors: amounts falling due within one year
 13 
(21,206,288)
(21,492,257)

Net current liabilities
  
 
 
(20,147,626)
 
 
(20,412,182)

  

Net liabilities
  
(9,329,942)
(9,594,498)


Capital and reserves
  

Called up share capital 
 14 
1,000
1,000

Profit and loss account
  
(9,330,942)
(9,595,498)

Net deficit
  
(9,329,942)
(9,594,498)


The financial statements were approved, authorised for issue and signed by the sole director.


J A Rosenthal
Director

Date: 30 September 2025

The notes on pages 13 to 23 form part of these financial statements.

Page 11

 

BLUEVOYANT UK LIMITED

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2023
1,000
(10,622,880)
(10,621,880)


Comprehensive income for the year

Profit for the year
-
1,027,382
1,027,382



At 1 January 2024
1,000
(9,595,498)
(9,594,498)


Comprehensive income for the year

Profit for the year
-
264,556
264,556


At 31 December 2024
1,000
(9,330,942)
(9,329,942)


The notes on pages 13 to 23 form part of these financial statements.

Page 12

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

BlueVoyant UK Limited is a private company limited by shares incorporated in England. The address of its registered office is 16 Great Queen Street, Covent Garden, London, United Kingdom, WC2B 5AH.
The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).

The compan was, at the end of the year, a wholly-owned subsidiary of BlueVoyant Inc., whose registered address is 6 E 45th Street, 17th Floor, New York, NY 10017. BlueVoyant Inc. prepares consolidated financial statements, in which the company is included, that are equivalent to UK requirements. In accorance with the exemption given in Section 401 of the Companies Act 2006, the company is not required to produce, and has not published, consolidated accounts. 

The following principal accounting policies have been applied:

 
2.2

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);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of BlueVoyant Inc as at 31 December 2024  and these financial statements may be obtained from 6 East 45th Street, Floor 17, New York, NY 10017.

Page 13

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.3

Going concern

The company has incurred a profit for the year of £264,556 (2023: £1,027,382) but has net liabilities of £9,329,942 (2023: £9,594,498) at 31 December 2024.
In addition, the company's director has decided to transfer the business to the subsidiary undertaking.
The financial statements have been prepared on a going concern basis notwithstanding the fact the company has a deficiency on total equity at the end of the year. The directors has recieved indication from the company's parent that it will continue to provide support for the forseeable future, being a period of no less than twelve months from the date that these financial statements were approved. Consequently, they have continued to adopt the going concern basis. 

 
2.4

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:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 14

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.5

Financial Instruments

The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument. 
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.
The company’s policies for its major classes of financial assets and financial liabilities are set out below. 
Financial assets
Basic financial assets, including trade and other debtors and cash and bank balances are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
Financial liabilities
Basic financial liabilities, including trade and other creditors, bank loans and loans from fellow group companies 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. 
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date. 
For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. 
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.
 
Page 15

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. 
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. 
Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

 
2.6

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Deferred consideration payable on the acquisition of subsidiaries is recognised at the best estimate
of the probable consideration payable.

 
2.8

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. 

 
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

Share capital

Ordinary shares are classified as equity.

Page 16

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.11

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is Sterling (£).

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses are presented in profit or loss within 'administrative expenses.'

 
2.12

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, 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.
Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years.
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 arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
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. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 17

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, the directors have made the following judgments:
Valuation of the investment in subsidiary company
Determined whether there are indicators of impairment of the company's investments in the subsidiary undertaking. Factors taken into consideration in reaching such a decision include the economic viability and expected future performance of the subsidiary undertaking.
Any changes to the inputs in the valuation model which is based on projected future earnings could have a material impact on the carrying value of the investment.
Based on the expected future performance of the subsidiary the directors have concluded that no impairment is required as at 31 December 2024. The carrying value of the company's investment in the subsidiary undertaking at 31 December 2024 is £10,817,684 (2023: £10,817,684).


4.


Employees

The average monthly number of employees, including directors, during the year was 1 (2023 - 1).


5.


Turnover

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


2024
2023
£
£

Software sales
264,372
491,201


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
264,372
491,201



6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Exchange differences
(18,969)
27,513

Page 18

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

7.


Auditor's remuneration

During the year, the company obtained the following services from the company's auditor:


2024
2023
£
£

Fees payable to the company's auditor for the audit of the company's financial statements
-
27,650

 Auditor's remuneration is borne by a fellow group company in 2024. 


8.


Employees

Staff costs were as follows:


2024
2023
£
£

Wages and salaries
-
(7,593)


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


        2024
        2023
            No.
            No.







Director
1
1


9.


Taxation


2024
2023
£
£



Total current tax
-
-

Deferred tax

Total deferred tax
-
-


Tax on profit
-
-
Page 19

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
9.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is the same as (2023 - the same as) the standard rate of corporation tax in the UK of 25% (2023 - 25%) as set out below:

2024
2023
£
£


Profit on ordinary activities before tax
264,556
1,027,382


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 25%)
66,139
256,846

Effects of:


Utilisation of tax losses
(66,139)
(256,846)

Total tax charge for the year
-
-


Factors that may affect future tax charges

There were no factors that may affect future tax changes. 


10.


Exceptional items

2024
2023
£
£


Write off of stated capital units liability
-
(864,205)

Page 20

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Fixed asset investments





Investments in subsidiary companies

£



Cost


At 1 January 2024
12,074,679



At 31 December 2024

12,074,679



Impairment


At 1 January 2024
1,256,995



At 31 December 2024

1,256,995



Net book value



At 31 December 2024
10,817,684



At 31 December 2023
10,817,684

Page 21

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

Subsidiary undertakings


The following were subsidiary undertakings of the company:

Name

Registered office

Class of shares

Holding

Marclay Group Limited
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
BlueVoyant Limited
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%


12.


Debtors

2024
2023
£
£


Amounts owed by group undertakings
649,967
649,748

Other debtors
2,745
-

Prepayments and accrued income
-
33,188

652,712
682,936



13.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
3,419
1,737

Amounts owed to group undertakings
21,202,869
21,184,659

Other creditors
-
9,995

Accruals and deferred income
-
295,866

21,206,288
21,492,257



14.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



1,000 (2023 - 1,000) Ordinary shares of £1.00 each
1,000
1,000



15.


Related party transactions

The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.

Page 22

 

BLUEVOYANT UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

16.


Reserves

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses.


17.


Parent undertaking

The smallest group for which consolidated financial statements are drawn up is headed by BlueVoyant Inc, whose registered office of which is 6 E 45th Street, 17th Floor, New York, NY 10017.

 
Page 23