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

IMV Technologies UK Limited primary business is the complete design, manufacture, supply, service, and customer support of bespoke diagnostic ultrasound scanners for world-wide farm animal reproduction.

In addition to the operational facility in Scotland, as part of the larger IMV Technologies group, there is an additional operational facility in the South-West of France (Angouleme) which is closely aligned with the Scottish business. Other IMV group companies work closely with IMV Technologies UK Limited and partner on a sales and service basis.

IMV Technologies UK Limited revenues are achieved through sales with other group subsidiaries and direct sales to key distribution partners across all continents. As a global provider of bespoke ultrasound imaging solutions to the veterinary industry, we continue to provide global ultrasound imaging solutions for all our partners. We are one of the global leading players in cattle / sheep ultrasound scanning and are seeing growing success in other Farm Animal markets. With the constant growth in worldwide demands for protein, we see a solid and sustainable future for our core business. The long-term market outlook remains strong and demand for farm animal ultrasound solutions will continue to grow, with increased animal numbers across the globe. Enhanced workflow efficiency whilst delivering improved animal care is a primary deliverable.

Our global long term supply chain partners continue to provide exceptional support in what are particularly challenging times. There are periods where difficulties arise but continuity of provision of raw materials is professionally managed as well as keeping inventory levels at satisfactory levels. We dual source and carry buffer stocks on parts that we know have more volatility with regards lead-time, price etc. To further reduce risk within our operations, we have fully cross-trained our teams to ensure any challenges in either operational functions or facilities can be addressed quickly to ensure business continuity. We continue to look for new and innovate ways of taking costs out of our supply chain, improving the quality of our products, and managing our costs effectively. Product development remains at the heart of our customer proposition, ensuring that we innovate products and software that our clients truly value and which bring them improvements in either workflow or efficiency. We continue to develop comprehensive software solutions year on year to remain at forefront of product offering and market expectation. 

IMV Technologies UK Limited continue to develop, train, support, employ and retain key employees. Our people are our primary asset; we do all to ensure staff engagement and growth/leadership opportunities whenever possible are a priority within the organisation. Our management systems and processes undergo continuous review, and we are ISO9001 and ISO 14001 accredited ensuring we can deliver the right quality of services/products on time, every time.

Principal risks of the business

As IMV Technologies UK Limited continues to develop its business towards its strategic objectives, there are several risks which require management consideration. Including:

Supply chain management - the ongoing volatility in global raw materials could affect availability, quality and price. IMV are reliant on a wide range of commodities and suppliers across the globe. The business operates long term relationship management process with 2-3 years agreements and volume forecasting for key suppliers. The Supply chain team work closely with marketing to identify requirements and R&D to provide alternative solutions when issues arise in availability and quality.

Product development - successful product launches require complete business awareness and decisions throughout the project that extend not only to technical design, but supply chain management, manufacturability, market understanding and finance. New products always have higher risk due to unknown circumstances, but these are carefully monitored across the team. An agile methodology is also adopted to identify issues early and reach solutions quickly through failing fast and cheap methodology.

Currency exposure – following the carve out the company currency risk increased due to the mismatch between its cost base and revenue streams. While most operating costs, including personnel and overheads, were denominated in GBP, a substantial portion of revenues was generated in EUR and USD. This imbalance created exposure to exchange rate fluctuations, particularly the relative strength of GBP against the EUR and USD, which directly impacted reported profitability and cash flow. The Company actively monitored foreign exchange markets and employed a combination of natural hedging to mitigate volatility, though residual risk remained a key consideration in financial planning and strategic decision-making.

IMV Technologies UK Ltd has now been a part of the IMV Technologies group since its acquisition at the end of 2017. During the year, the company was restructured, and the company’s dedicated companion animal business was carved out into a separate entity, but still part of the IMV Technologies group.

The turnover of the company for the period was £16.4m (2023: £25.7m) and profit before tax of the company for the period was £2.2m (2023: £2.2m). The reduction in revenue primarily reflects the impact of the carve out; however, the remaining business has continued to operate across all historical markets while also securing new distribution channels and opportunities in emerging global markets. Despite a challenging and volatile trading environment, the Company delivered a resilient performance in 2024, achieving a solid revenue base, maintaining robust gross margins, and sustaining profit before taxation in line with the prior year.

Monthly financial management pack is also available and allows director review to ensure immediate action can be taken considering any concerns, risks or surprises that come to the fore.

IMV Technologies UK Limited has numerous key performance indicators that the management team use to monitor and evaluate the performance of the operational business. These are reported to IMV Technologies ExCom monthly and include absenteeism, inventory levels, service turnaround time, sales order on time in full delivery and back order, health and safety, PPV and efficiency supply chain savings to name a few. The Quality Systems Manager also continually reviews operational performance including functional audits, ISO audits, and process review.

A comprehensive review of the financial monthly management pack takes place, with key measures such as stock turns, debtor days, creditor days, gross margin analysis, operational costs, R&D review, profitability etc. Cash flow forecast is reviewed and managed on a weekly basis.

Continued review, support, development in relation to our company values and our staff to ensure our culture and working environment remains current and attractive to both attract and retain the talent required to ensure we remain a leader in our chosen field.

On behalf of the board

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

The principal activity of the company continued to be that of of design, manufacture and sale of diagnostic equipment and consumables for veterinary applications.

On 30 April 2024, the company acquired trade and assets from its subsidiary, Medical Disinfectors Ltd, with a net book value of £886,101 with consideration left outstanding on intercompany account.

On 31 May 2024, the company disposed of trade and assets relating to the Companion Business to a fellow group undertaking, IMV Companion Animal Ltd with a net book value of £2,881,168 with consideration left outstanding on intercompany account.

The results for the year are set out on page 11.

No ordinary dividends were paid (2023: £4,754,193). During the year the company declared a distribution in specie of £2,881,268 to its immediate parent company of a loan receivable due from a fellow group undertaking.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

RSM UK Audit LLP have indicated their willingness to be reappointed for another term and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

The directors are responsible for preparing the strategic report, 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

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

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of IMV Technologies UK Limited (the ‘company’) for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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;

• 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 UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in 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.

As explained more fully in the directors’ responsibilities statement set out on page 5, 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.

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 are instances of non-compliance with laws and regulations. The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:

• obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the company operates in and how the company is complying with the legal and regulatory framework;

• inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;

• discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

As a result of these procedures we consider the most significant laws and regulations that have a direct impact on the financial statements are FRS 102, the Companies Act 2006 and tax compliance regulations. We performed audit procedures to detect non-compliances which may have a material impact on the financial statements which included reviewing financial statement disclosures, inspecting correspondence with local tax authorities and evaluating advice received from internal/external tax advisors.

The audit engagement team identified the risk of management override of controls and revenue recognition as the areas where the financial statements were most susceptible to material misstatement due to fraud. Audit procedures performed included but were not limited to testing manual journal entries and other adjustments and evaluating the business rationale in relation to significant, unusual transactions and transactions entered into outside the normal course of business and using data analytics software to analyse the transactions recorded through revenue, testing revenue transactions recorded near to the year end and reviewing minutes and post year end transactions.

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

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

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

IMV Technologies UK Limited is a private company limited by shares incorporated in Scotland. The registered office is Imaging House, Strathclyde Business Park, Bellshill, ML4 3NJ.

The company's principal activities are disclosed in the Directors' Report.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

In accordance with FRS 102, the company has taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures.

• Section 11 ‘Basic Financial Instruments’ – disclosure of carrying amounts, interest income/expense and net gains/losses for each category of financial instrument.

• Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel and disclosure of transactions entered into any wholly-owned subsidiary of the group.

The financial statements of the company are consolidated in the financial statements of IMV Technologies UK Holdings Limited. These consolidated financial statements can be obtained from its registered office Imaging House, Strathclyde Business Park, Bellshill, ML4 3NJ.

The directors have assessed the post year end management information including management accounts, budgets and forecasts extending to a period of greater than 12 months from the date of signing these financial statements. Based on this analysis, the directors have a reasonable expectation that the company has adequate resources to meet its obligations as they fall due for greater than the next 12 months. Therefore, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.true

Turnover represents net invoiced sales of goods, excluding value added tax, and is recognised when the rights and responsibilities of ownership transfer to the customer. In respect of service contracts turnover is recognised when the company obtains the right to consideration.

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

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

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell on FIFO basis. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial instruments and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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

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

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

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

Basic financial liabilities, including creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

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

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

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation.

Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

For defined contribution schemes the amount charged to profit or loss is the contributions payable in the year.

Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments.

Rentals payable under operating leases, including any lease incentives received, are charged to income on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease asset are consumed.

Operating lease income

Operating leases are those assets leased to clients but where there is no transfer of the risks and rewards.

Fee income on operating lease agreements is credited to the profit and loss account on a straight line basis over the term of the lease.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

Government grants are recognised in accordance with the performance model. A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Exceptional items

Exceptional items are identified by the directors as transactions through profit or loss out with the normal course of business and which are considered material to the financial statements, and as such require separate identification in order to provide necessary explanation to the results of the company.

Business combinations

Business combinations which satisfy the criteria of a group reconstruction are accounted for by using the merger accounting method. Assets and liabilities transferred between entities under common control are recognised at their carrying amounts, with no goodwill arising.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

At each reporting date, an assessment is made for impairment of stock in order that the carrying value represents the lower of cost and estimated selling price less costs to complete and sell. In making this assessment, the directors estimate the anticipated selling price, and consider the ageing of stock as well as other contributory factors, in order to determine the extent of any provision required against cost.

The directors apply judgement in determining the appropriate useful lives and bases for depreciation and amortisation of tangible and intangible assets respectively, in order to ensure the cost of assets is written off over an appropriate period.

The directors make their best estimate of the company’s liability in respect of warranty claims for goods sold with a guarantee. The anticipated future cash outflows in respect of those products still within the warranty period at the balance sheet date are estimated based on past experience of claims and their related costs of servicing.

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 5 (2023 - 5).

As part of the group’s restructuring, a loan of £1,064,995 was released by the lender, and an earn-out payment of £125,000 was made to former shareholders.

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

During the year the company declared a distribution in specie of £2,881,268 to its immediate parent company of a loan receivable due from a fellow group undertaking.

Disposal relates to the investment in Medical Disinfectors Ltd which was liquidated during the year.

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

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

Overdraft facilities are available from HSBC Bank plc. These facilities are secured by a bond and floating charge over the assets of the group in favour of HSBC Bank plc.

The guarantee provision represents the company's liability in respect of warranty claims for goods sold with a guarantee. The amount provided represents management's best estimate of the future cash outflows in respect of those products still with the warranty period at year end. It is based on past experience of claims on each product line and it is monitored on a regular basis.

A provision has been recognised to cover anticipated legal costs associated with an ongoing claim initiated by a customer. The amount reflects management’s best estimate of the expenditure required to resolve the matter, based on current legal advice and known circumstances.

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

The company has one class of ordinary shares which carry no right to fixed income and each carry the right to vote at general meetings.

The nominal value of shares repurchased and still held at the end of the reporting period.

This represents the cumulative profit and loss net of distributions to shareholders.

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

At the reporting end date the company had contracted with customers for the following minimum lease payments:

The company is wholly owned by IMV Technologies UK Holdings Limited, a company registered at Imaging House, Strathclyde Business Park, Bellshill, ML4 3NJ. IMV Technologies UK Holdings Limited is the parent of the smallest and the largest group for which consolidated accounts are drawn up of which the company is a member.

There is no ultimate controlling party.