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Registration number: 02624408

Q.E.D. Advanced Systems Limited

Annual Report and Unaudited Financial Statements

for the Year Ended 31 March 2025

 

Q.E.D. Advanced Systems Limited

Contents

Statement of Comprehensive Income

1

Balance Sheet

2 to 3

Notes to the Unaudited Financial Statements

4 to 13

 

Q.E.D. Advanced Systems Limited

Statement of Comprehensive Income for the Year Ended 31 March 2025

2025
£

2024
£

Profit for the year

118,708

443,108

Total comprehensive income for the year

118,708

443,108

 

Q.E.D. Advanced Systems Limited

(Registration number: 02624408)
Balance Sheet as at 31 March 2025

Note

2025
£

2024
£

Fixed assets

 

Intangible assets

4

7,782

22,067

Tangible assets

5

44,500

58,139

Investments

6

77

77

 

52,359

80,283

Current assets

 

Stocks

7

146,753

60,011

Debtors

8

135,224

749,864

Cash at bank and in hand

 

1,026,074

1,896,608

 

1,308,051

2,706,483

Creditors: Amounts falling due within one year

9

(909,024)

(1,000,343)

Net current assets

 

399,027

1,706,140

Total assets less current liabilities

 

451,386

1,786,423

Creditors: Amounts falling due after more than one year

9

(329,114)

(345,120)

Provisions for liabilities

(10,015)

(13,193)

Net assets

 

112,257

1,428,110

Capital and reserves

 

Called up share capital

100

100

Capital redemption reserve

-

204,490

Retained earnings

112,157

1,223,520

Shareholders' funds

 

112,257

1,428,110

 

Q.E.D. Advanced Systems Limited

(Registration number: 02624408)
Balance Sheet as at 31 March 2025

For the financial year ending 31 March 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 23 December 2025 and signed on its behalf by:
 

Mr R M Gullock
Director

   
     
 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
22 Bridgwater Court
Oldmixon Crescent
Weston Super Mare
North Somerset
BS24 9AY

These financial statements were authorised for issue by the Board on 23 December 2025.

2

Accounting policies

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

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

Summary of significant accounting policies and key accounting estimates

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

Going concern

The directors are confident that the business, through the bank reserves of the company, has adequate resources to continue trading and accordingly the company has continued to prepare its financial statements on a going concern basis.

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

Revenue recognition

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and for the provision of services in the ordinary course of the company’s activities. Revenue is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue for the sale of goods when all the following conditions are satisfied:
a) the significant risks and rewards of ownership have been transferred to the buyer;
b) the group retains no continuing involvement or control over the goods;
c) the amount of revenue can be reliably measured;
d) it is probable that future economic benefits will flow to the company; and
e) specific criteria have been met for each of the groups activities.

The company recognises revenue from the provision of services 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:
a) the amount of revenue can be reliably measured;
b) it is probable that future economic benefit will flow to the company;
c) the stage of completion of the contract at the end of the reporting period can be reliably measured; and
d) the costs incurred and the costs to complete the contract can be reliably measured.

Government grants

Government grants are accrued on a systematic basis over the period that the related costs have been recognised. Where the costs have already been incurred then government grants are credited to the profit and loss account in full.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises of current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

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 taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

straight line over 10 years

Development costs

straight line over 3 - 5 years

Development costs

Development expenditure incurred on software is carried forward as an intangible asset only when its future recoverability can reasonably be regarded as assured. Any expenditure carried forward is amortised in line with the expected future use of the related software.

Expenditure incurred on pure and applied research is written off as it is incurred.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Leasehold property improvements

straight line over the life of the lease

Land and buildings

2-5% straight line

Other property, plant and equipment

25% reducing balance

Motor vehicles

25% reducing balance

Office equipment

25% reducing balance

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress 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, stocks are assessed for impairment. If stocks are 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.

Debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are
classified as operating leases. Payments made under operating leases are charged to profit or loss on
a straight-line basis over the period of the lease.

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year was 13 (2024 - 12).

4

Intangible assets

Goodwill
 £

Development costs
 £

Total
£

Cost

At 1 April 2024

246,216

153,454

399,670

Additions

-

1,008

1,008

At 31 March 2025

246,216

154,462

400,678

Amortisation

At 1 April 2024

246,216

131,387

377,603

Amortisation charge

-

15,293

15,293

At 31 March 2025

246,216

146,680

392,896

Carrying amount

At 31 March 2025

-

7,782

7,782

At 31 March 2024

-

22,067

22,067

Development costs
The carrying amount of this asset is £7,782 (2024 - £22,067 and the remaining amortisation period is 1 year (2024 - 2 years ).

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

5

Tangible assets

Leasehold property
improvements
£

Plant and machinery
£

Office equipment
£

Motor vehicles
 £

Total
£

Cost or valuation

At 1 April 2024

16,494

29,665

245,687

88,466

380,312

Additions

-

505

4,141

-

4,646

Disposals

-

-

-

(2,066)

(2,066)

At 31 March 2025

16,494

30,170

249,828

86,400

382,892

Depreciation

At 1 April 2024

344

26,974

227,764

67,091

322,173

Charge for the year

825

798

10,664

5,344

17,631

Eliminated on disposal

-

-

-

(1,412)

(1,412)

At 31 March 2025

1,169

27,772

238,428

71,023

338,392

Carrying amount

At 31 March 2025

15,325

2,398

11,400

15,377

44,500

At 31 March 2024

16,150

2,691

17,923

21,375

58,139

6

Investments

2025
£

2024
£

Investments in subsidiaries

77

77

Subsidiaries

£

Cost

At 1 April 2024

77

At 31 March 2025

77

Carrying amount

At 31 March 2025

77

At 31 March 2024

77

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

2025

2024

Subsidiary undertakings

ResourceXpress Inc

70 West Madison Street
Suite 5750
Chicago
Illinois 60602

United States of America

Ordinary

100%

100%

Subsidiary undertakings

ResourceXpress Inc

The principal activity of ResourceXpress Inc is the sale of intelligent resources management for meeting rooms, desks and workspaces.

7

Stocks

2025
£

2024
£

Work in progress

107,265

-

Finished goods and goods for resale

39,488

60,011

146,753

60,011

8

Debtors

Note

2025
£

2024
£

Trade debtors

 

66,453

422,279

Amounts owed by related parties

13

10,647

128,669

Other debtors

 

30,918

92,280

Prepayments

 

27,206

106,636

 

135,224

749,864

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

9

Creditors

Due within one year

2025
£

2024
£

 

Trade creditors

 

14,695

49,366

Social security and other taxes

 

495

86,299

Other creditors

 

18,657

-

Accruals

 

812,610

715,023

Corporation tax liability

62,567

149,655

 

909,024

1,000,343

Due after one year

 

Deferred income

 

329,114

345,120

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

10

Reserves

During the year, the company completed a capital reduction in accordance with the Companies Act 2006, cancelling the Capital Redemption Reserve of £204,420. This amount was transferred to retained earnings, making it distributable.

11

Financial commitments, guarantees and contingencies

Amounts not provided for in the balance sheet

The total amount of financial commitments not included in the balance sheet is £64,710 (2024 - £33,216). The lease has a Tenant break on 1 April 2028 with six months’ written notice.

12

Share-based payments

The company previously operated an Enterprise Management Incentive (“EMI”) share option scheme for certain key employees. Options were exercisable at a price equivalent to the market value of the company’s shares at the date of grant, as agreed with HM Revenue and Customs Shares and Assets Valuation Division.

Prior to the shares being acquired by the Q.E.D. Employee Ownership Trust Limited, the above share options were exercised.

There has been no fair value adjustment to make in respect of goods or services received by the company.

13

Related party transactions

On 13 August 2024, 100 percent of the issued share capital of the company was acquired by the Q.E.D Employee Ownership Trust Limited ("the Trust"). The Trust holds shares for the future benefit of the company's employees.

The acquisition included a deferred consideration of £2,574,462 payable by the Trust, payable over 5 years. At the balance sheet date the deferred consideration payable by the Trust was £2,574,462 (2024: £Nil).

Summary of transactions with other related parties

An entity under the common control of the director. During the year the company made a loan to the related party. This loan is repayable on demand and interest is charged at the Bank of England rate. During the year the company received interest on this loan of £1,661 (2024: £4,260).

 

Q.E.D. Advanced Systems Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2025

Loans to related parties

2025

Key management
£

Other related parties
£

Total
£

At start of period

20,000

72,000

92,000

Repaid

(20,000)

(63,500)

(83,500)

At end of period

-

8,500

8,500

2024

Key management
£

Other related parties
£

Total
£

At start of period

-

109,000

109,000

Advanced

20,000

-

20,000

Repaid

-

(37,000)

(37,000)

At end of period

20,000

72,000

92,000

14

Parent and ultimate parent undertaking

The company's immediate parent is Q.E.D. EOT Limited, incorporated in England and Wales.