ACCOUNTS - Final Accounts preparation

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

Unaudited 30 June

Registered number: 11438396

URMSON FIRE SPECIALISTS LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE PERIOD ENDED 31 DECEMBER 2024

URMSON FIRE SPECIALISTS LIMITED

REGISTERED NUMBER:11438396

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

	31 December	Unaudited 30 June
	2024	2023
Note	£	£

FIXED ASSETS
Tangible assets	4		240,721		256,630
			240,721		256,630
CURRENT ASSETS
Stocks	5	17,286		17,286
Debtors: amounts falling due within one year	6	1,255,676		960,939
Cash at bank and in hand		150,240		285,989
		1,423,202		1,264,214
Creditors: amounts falling due within one year	7	(377,868)		(517,584)
NET CURRENT ASSETS			1,045,334		746,630
TOTAL ASSETS LESS CURRENT LIABILITIES			1,286,055		1,003,260
Creditors: amounts falling due after more than one year	8		(60,181)		(151,462)
PROVISIONS FOR LIABILITIES
Deferred tax	11	(50,242)		(68,800)
			(50,242)		(68,800)
NET ASSETS			1,175,632		782,998

CAPITAL AND RESERVES
Called up share capital	12	100	100
Profit and loss account		1,175,532	782,898
		1,175,632	782,998

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URMSON FIRE SPECIALISTS LIMITED

REGISTERED NUMBER:11438396

STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2024

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

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

Benjamin Paul Hartley

Director

Date: 29 September 2025

The notes on pages 4 to 13 form part of these financial statements.

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URMSON FIRE SPECIALISTS LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 31 DECEMBER 2024

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 July 2023 (unaudited)	100	782,898	782,998
COMPREHENSIVE INCOME FOR THE PERIOD
Profit for the period	-	592,634	592,634
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD	-	592,634	592,634
CONTRIBUTIONS BY AND DISTRIBUTIONS TO OWNERS
Dividends: Equity capital	-	(200,000)	(200,000)
TOTAL TRANSACTIONS WITH OWNERS	-	(200,000)	(200,000)
AT 31 DECEMBER 2024	100	1,175,532	1,175,632

The notes on pages 4 to 13 form part of these financial statements.

STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 30 JUNE 2023

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 July 2022 (unaudited)	100	588,340	588,440
COMPREHENSIVE INCOME FOR THE YEAR
Profit for the year	-	519,558	519,558
TOTAL COMPREHENSIVE INCOME FOR THE YEAR	-	519,558	519,558
CONTRIBUTIONS BY AND DISTRIBUTIONS TO OWNERS
Dividends: Equity capital	-	(325,000)	(325,000)
TOTAL TRANSACTIONS WITH OWNERS	-	(325,000)	(325,000)
At 30 June 2023 (unaudited)	100	782,898	782,998

The notes on pages 4 to 13 form part of these financial statements.

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

1.	GENERAL INFORMATION

Urmson Fire Specialists Limited is a private company limited by shares incorporated in England and Wales. The registered office is Alton House Alton Road, Ross-on-Wye, Herefordshire, HR9 5BP.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The 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.

The functional and presentation currency for the Company during the year was GBP and the accounts are rounded to the nearest GBP.

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 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of HSL Compliance Group Limited (company number: 08313030) as at 31st December 2024 and these financial statements may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

2.ACCOUNTING POLICIES (CONTINUED)

2.3

GOING CONCERN

The company has net current assets of £1,045k, net assets of £1,176k and a profit of £593k for the 18 months ended 31 December 2024. Following acquisition of the company by HSL Compliance on 5 June 2024, the company has access to financial support from the group. Therefore, the review of going concern is conducted with consideration to the level of group financial support which may be realistically made available to the company.
The directors have prepared cash flow forecasts for a period to 30 September 2026 covering a period of at least 12 months from the date of approval of these financial statements which indicate that, taking account of reasonably possible downsides, the group and company have sufficient funds to meet its liabilities as they fall due for that period.
Following a change in ownership after the balance sheet date, as discussed in note 15, the group was able to access further finance facilities including a £58m term loan, £50m acquisition facility and £10m revolving credit facility which remains undrawn at the date of signing of these financial statements.
Consequently, the directors are confident that the group and company will have sufficient funds to continue to meet their liabilities as they fall due for at least 12 months from the date of approval of these financial statements and therefore have prepared the financial statements on a 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.

2.5

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.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.6

INTEREST INCOME

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

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

2.ACCOUNTING POLICIES (CONTINUED)

2.7

FINANCE COSTS

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.8

BORROWING COSTS

All borrowing costs are recognised in profit or loss in the period in which they are incurred.

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 Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

2.10

CURRENT AND DEFERRED TAXATION

The tax expense for the period comprises current and deferred tax. 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 reporting 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 reporting 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 reporting date.

2.11

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.

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

2.ACCOUNTING POLICIES (CONTINUED)

2.11

TANGIBLE FIXED ASSETS (CONTINUED)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using both the reducing balance and straight line methods:.

Depreciation is provided on the following basis:

Plant and machinery	-	15%	reducing balance
Motor vehicles	-	15%	reducing balance
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.

2.12

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 reporting 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.

2.13

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.

2.14

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.

2.15

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.

2.16

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.

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

EMPLOYEES

The average monthly number of employees, including the directors, during the period was as follows:

	2024	Unaudited 2023
	No.	No.

Employees	33	30

4.	TANGIBLE FIXED ASSETS

	Plant and machinery	Motor vehicles	Computer equipment	Total
	£	£	£	£
COST OR VALUATION
At 1 July 2023 (unaudited)	7,810	396,469	2,461	406,740
Additions	1,999	157,445	-	159,444
Disposals	-	(161,307)	-	(161,307)
At 31 December 2024	9,809	392,607	2,461	404,877
DEPRECIATION
At 1 July 2023 (unaudited)	2,210	146,693	1,207	150,110
Charge for the period on owned assets	1,439	39,775	963	42,177
Charge for the period on financed assets	-	51,476	-	51,476
Disposals	-	(79,607)	-	(79,607)
At 31 December 2024	3,649	158,337	2,170	164,156
NET BOOK VALUE
At 31 December 2024	6,160	234,270	291	240,721
At 30 June 2023 (unaudited)	5,600	249,776	1,254	256,630

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

4.TANGIBLE FIXED ASSETS (CONTINUED)


Motor vehicles	182,657	73,678
	182,657	73,678

	Finished goods and goods for resale	17,286	17,286

DEBTORS

					31 December	Unaudited 30 June
					2024	2023
					£	£


Trade debtors	375,663	267,741
Amounts owed by group undertakings	808,689	264,708
Other debtors	7,521	249,182
Prepayments and accrued income	63,803	179,308
	1,255,676	960,939

Amounts owed by group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

Bank loans	-	45,200
Trade creditors	15,355	9,118
Amounts owed to group undertakings	2,580	600
Corporation tax	143,468	134,849
Other taxation and social security	106,710	181,853
Obligations under finance lease and hire purchase contracts	63,862	89,308
Other creditors	1,426	5,390
Accruals and deferred income	44,467	51,266
	377,868	517,584

Amounts owed to group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

Bank loans	-	86,633
Net obligations under finance leases and hire purchase contracts	60,181	64,829
	60,181	151,462

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

AMOUNTS FALLING DUE WITHIN ONE YEAR
Bank loans	-	45,200
	-	45,200
AMOUNTS FALLING DUE 1-2 YEARS
Bank loans	-	86,633
	-	86,633


	-	131,833

The bank loan was secured by a fixed and floating charge over the Company's assets. This Bank loan was repaid early as part of the HSL Compliance Group Limited takeover.

Within one year	63,862	89,308
Between 1-5 years	60,181	64,829
	124,043	154,137

Obligations under finance leases are secured by fixed charges over the assets which they relate to.

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

11.	DEFERRED TAXATION

		2024
		£

	At beginning of year (unaudited)	(68,800)
	Charged to profit or loss	18,558
	AT END OF YEAR	(50,242)

Accelerated capital allowances

(50,242)

(68,800)

AUTHORISED, ALLOTTED, CALLED UP AND FULLY PAID

100 (2023: 100) Ordinary shares of £1.00 each	100	100

The shares have full rights with regards to voting, participation and dividends.

13.	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. The pension cost charge represents contributions payable by the company to the fund and amounted to £35,010 (2023: £21,060). Contributions totalling £7,629 (2023: £5,372) were payable to the fund at the balance sheet date and were included in creditors.

14.	RELATED PARTY TRANSACTIONS
	The Company has taken advantage of the exemption under FRS 102 from disclosing transactions with other wholly owned group companies.

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URMSON FIRE SPECIALISTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

15.	POST BALANCE SHEET EVENTS

HSL Compliance Group Limited prepares financial statements into which the results of the Company are consolidated. On 28 March 2025, 100% of the ordinary share capital of HSL Compliance Group Limited was purchased by Mariner Bidco Limited, an investment holding company ultimately controlled by IK Investment Partners AIFM, a private limited liability company incorporated in Luxembourg which acts as manager of the IK Small Cap III Fund No.1 SCSp and IK Small Cap III Fund No.2 SCSp.
The controlling party note reflects the above change in ultimate controlling party.

16.	CONTROLLING PARTY

The Company's immediate parent is RJ Urmson Commissioning Engineers, a company incorporated in England and Wales and domiciled in England.

The smallest group the Company belongs to is RJ Urmson Group Limited, a company registered in England and Wales at Alton House Alton Business Park, Alton Road, Ross-On-Wye, Herefordshire, United Kingdom, HR9 5BP.
The group to consolidate these financial statements is HSL Compliance Group Limited, a company registered in England and Wales at Alton House Alton Business Park, Alton Road, Ross-On-Wye, Herefordshire, United Kingdom, HR9 5BP.
Copies of the consolidated financial statements prepared by HSL Compliance Group Limited can be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.
The ultimate controlling party is IK Investments Partners AIFM, a private limited liability company incorporated in Luxembourg which acts as manager of the IK Small Cap III Fund No.1 SCSp and IK Small Cap III Fund No.2 SCSp.

17.	AUDITORS' INFORMATION

The auditors' report on the financial statements for the period ended 31 December 2024 was unqualified.

The audit report was signed on 30 September 2025 by David Butler FCA (Senior Statutory Auditor) on behalf of Bishop Fleming Audit Limited.

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