ASM Digital Engineering PVT Ltd - Limited company accounts 25.1

REGISTERED NUMBER: 07024211 (England and Wales)

REPORT OF THE DIRECTOR AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

FOR

ASM DIGITAL ENGINEERING PVT LTD

Page

Company Information

1

Report of the Director

2

Independent Auditors' Report

4

Statement of Comprehensive Income

8

Statement of Financial Position

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTOR:

R Srikantan

SECRETARY:

V Kulkarni

REGISTERED OFFICE:

Enterprise Centre

Coventry University

Technology Park

Coventry

CV1 2TT

REGISTERED NUMBER:

07024211 (England and Wales)

AUDITORS:

Shaw Gibbs (Audit) Limited

Chartered Certified Accountants

Statutory Auditor

Eagle House

28 Billing Road

Northampton

Northamptonshire

NN1 5AJ

The director presents his report with the financial statements of the company for the year ended 31 March 2025.

The Directors' report has been prepared in accordance with the special provisions relating to small companies under Section 415A of the Companies Act 2006.

The Company has availed of the small companies' exemption under Section 414B of the Companies Act 2006 from providing a Strategic Report.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the provision of consulting services.

FUTURE DEVELOPMENTS

The Company continues to focus on maintaining and growing deliveries to our key core customers using our workforce hybrid working arrangements. We also aim to win new business.

DIRECTOR

R Srikantan held office during the whole of the period from 1 April 2024 to the date of this report.

GOING CONCERN

For the purpose of the going concern assessment, the Company is reliant on customer purchase orders from two key customers. Customer purchase orders are in place for the period up to 31 December 2026 when they due for renewal therefore the Company is expected to have sufficient financial resources to continue in operational existence until at least December 2026. Furthermore, the Director has gained assurances that ASM Technologies Ltd will, and have the ability to, provide financial support to the company until at least December 2026 to enable it to meet its liabilities as they fall due if needed. Thus the Director continues to adopt the going concern basis of accounting in preparing the financial statements.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Report of the Director 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), 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 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 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 enable him to ensure that the financial statements comply with the Companies Act 2006. He 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Shaw Gibbs (Audit) Limited, are deemed to be re-appointed under section 487(2) of the Companies Act 2006.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

SIGNED BY ORDER OF THE DIRECTORS:

R Srikantan - Director

24 December 2025

Opinion

We have audited the financial statements of ASM Digital Engineering PVT Ltd (the 'company') for the year ended 31 March 2025 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 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.

Other information

The director is responsible for the other information. The other information comprises the information in the Report of the Director, but does not include the financial statements and our Auditors' Report thereon.

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.

In connection with our audit of the financial statements, 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 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 Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Director has 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 Report of the Director.

We have nothing to report in respect of the following matters where 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; or

-	the director was not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Director.

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page two, 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 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 has no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

- We obtained an understanding of the legal and regulatory frameworks that are applicable to the company, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. We determined that the most significant are the Companies Act 2006, FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", Employment Law and Health and Safety regulations and relevant Tax legislation.

- We have made inquiries of management and those charged with governance of any known instances of non-compliance or suspected non-compliance with laws and regulations. We corroborated our inquiries through review of regulatory correspondence and professional fees.

- We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur by inquiring with management and performing a walkthrough of the financial statement close process. We understood the programmes and controls that the company has established to address risks identified or that otherwise prevent, deter and detect fraud, and how senior management monitors those programmes and controls. Where the risk was considered to be higher in respect of management override, including in respect of revenue recognised, we performed audit procedures to address the identified fraud risk. These procedures included testing adjustments to revenue arising other than through routine invoicing with the company's customers and which were not trivial in nature, where we obtained evidence to support the validity of the transactions. Further, we performed overall analytical procedures on the position both for the financial period and at the end of the financial period to assess the fairness of the overall financial position and also performed period end cut off procedures. Our procedures were designed to provide reasonable assurance that the financial statements were free from material misstatements arising from fraud.

- Based on this understanding we designed our audit procedures to identify noncompliance with such laws and regulations. Our procedures involved journal entry testing, with a focus on journals indicating large or unusual transaction based on our understanding and enquiries of management and those charged with governance.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

These inherent limitations are particularly significant in the case of misstatement resulting from fraud as this may involve sophisticated schemes designed to avoid detection, including deliberate failure to record transactions, collusion or the provision of intentional misrepresentations.

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

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 a Report of the Auditors 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.

Nicola Fox (Senior Statutory Auditor)

for and on behalf of Shaw Gibbs (Audit) Limited

Chartered Certified Accountants

Statutory Auditor

Eagle House

28 Billing Road

Northampton

Northamptonshire

NN1 5AJ

24 December 2025

ASM DIGITAL ENGINEERING PVT LTD (REGISTERED NUMBER: 07024211)

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH 2025

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

Notes

£

TURNOVER

3

881,997

999,518

Cost of sales

762,666

904,926

GROSS PROFIT

119,331

94,592

Administrative expenses

100,129

74,646

19,202

19,946

Other operating income

4

-

227,599

OPERATING PROFIT

6

19,202

247,545

Interest receivable and similar income

1,620

2,038

20,822

249,583

Interest payable and similar expenses

8

-

5,639

PROFIT BEFORE TAXATION

20,822

243,944

Tax on profit

9

6,390

4,608

PROFIT FOR THE FINANCIAL YEAR

14,432

239,336

OTHER COMPREHENSIVE INCOME

-

TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

14,432

239,336

FIXED ASSETS

Tangible assets

10

1,814

2,781

CURRENT ASSETS

Debtors

11

138,120

154,702

Cash at bank

126,939

70,275

265,059

224,977

CREDITORS

Amounts falling due within one year

12

184,648

159,965

NET CURRENT ASSETS

80,411

65,012

TOTAL ASSETS LESS CURRENT
LIABILITIES

82,225

67,793

CAPITAL AND RESERVES

Called up share capital

13

1

Retained earnings

14

82,224

67,792

SHAREHOLDERS' FUNDS

82,225

67,793

The financial statements were approved by the director and authorised for issue on 24 December 2025 and were signed by:

R Srikantan - Director

Called up

share

Retained

Total

capital

earnings

equity

£

Balance at 1 January 2023

1

(171,544

)

(171,543

)

Changes in equity

Total comprehensive income

-

239,336

Balance at 31 March 2024

1

67,792

67,793

Changes in equity

Total comprehensive income

-

14,432

Balance at 31 March 2025

1

82,224

82,225

1.	STATUTORY INFORMATION

ASM Digital Engineering PVT Ltd (formerly Semcon UK Limited) is a private company, limited by shares, registered in England. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Accounting convention

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The accounting reference date was changed in the previous period from 31 December to 31 March in order to align with the Group accounting reference date. For this reason the comparative amounts for the 15 month period from 1 January 2023 to 31 March 2024 are not entirely comparable to results for the current 12 month period..

Going concern

For the purpose of the going concern assessment, the Company is reliant on customer purchase orders from two key customers. Customer purchase orders are in place for the period up to 31 December 2026 when they due for renewal therefore the Company is expected to have sufficient financial resources to continue in operational existence until at least December 2026. Furthermore, the Director has gained assurances that ASM Technologies Ltd will, and have the ability to, provide financial support to the company until at least December 2026 to enable it to meet its liabilities as they fall due if needed. Thus the Director continues to adopt the going concern basis of accounting in preparing the financial statements.

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 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 paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and
11.48(c);

•

the requirement of paragraph 33.7.

Significant judgements and estimates

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed within the individual accounting policies below.

Turnover

Turnover represents amounts derived from provision of services which fall within the company's ordinary activities after deduction of value added tax. Turnover represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the value of the consideration due. Where a contract has only been partially completed at the balance sheet date turnover represents the value of service provided to date. The turnover and pre-tax loss is attributable to the principal activity of the company.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Computer equipment

-

33% on cost

Taxation

Current taxation, including UK Corporation tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date where transactions or events have occurred at that date that will result in an obligation to pay more, or a right to pay less or to receive more tax.

Deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Financial instruments

Cash and cash equivalents in the statement of financial position comprise cash at banks and in hand and short term deposits with an original maturity date of three months or less.

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the statement of comprehensive income under administrative expenses.

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 entity after deducting all of its financial liabilities.

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the statement of financial position. Finance costs and gains or losses relating to financial liabilities are included in the statement of comprehensive income. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

Rendering of services

881,997

999,518

881,997

999,518

An analysis of turnover by geographical market is given below:

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

United Kingdom

762,279

963,146

Europe

119,718

36,372

881,997

999,518

4.	OTHER OPERATING INCOME

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

Group loan write off

-

227,599

5.	EMPLOYEES AND DIRECTORS

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

Wages and salaries

584,243

54,468

Social security costs

60,423

5,450

Other pension costs

30,944

2,443

675,610

62,361

The average number of employees during the year was as follows:

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

Directors

1

2

Staff

12

1

13

3

The directors were remunerated by other group companies in both the current and prior year, and their services to the company are insignificant.

6.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

Depreciation - owned assets

967

-

Auditors' remuneration

10,500

10,000

Auditors' remuneration for non -audit work

7,927

3,609

Foreign exchange differences

(431

)

-

Auditors' remuneration for company secretarial fees

184

1,195

7.	EXCEPTIONAL ITEMS

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

Group loan write off

-

227,599

8.

INTEREST PAYABLE AND SIMILAR EXPENSES

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

Group interest payable

-

5,639

9.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

Current tax:

UK corporation tax

6,393

4,608

Over/under provision in prior

year

(3

)

-

Tax on profit

6,390

4,608

UK corporation tax has been charged at 25% (2024 - 25%).

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

Period

1/1/23

Year Ended

to

31/3/25

31/3/24

£

Profit before tax

20,822

243,944

Profit multiplied by the standard rate of corporation tax in the UK of
25% (2024 - 25%)

5,206

60,986

Effects of:

Expenses not deductible for tax purposes

1,200

846

Income not taxable for tax purposes

-

(56,900

)

Adjustments to tax charge in respect of previous periods

(3

)

-

Change in tax rates

(13

)

(324

)

Total tax charge

6,390

4,608

The rate used for closing deferred tax balances is 25% (2024: 25%).

10.	TANGIBLE FIXED ASSETS

Computer

equipment

£

COST

At 1 April 2024

and 31 March 2025

2,781

DEPRECIATION

Charge for year

967

At 31 March 2025

967

NET BOOK VALUE

At 31 March 2025

1,814

At 31 March 2024

2,781

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

Trade debtors

91,644

50,702

Amounts recoverable on

contracts

44,667

101,315

Prepayments and accrued income

1,809

2,685

138,120

154,702

12.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

Trade creditors

18,705

11,317

Amounts owed to group undertakings

71,276

57,077

Corporation tax

6,393

4,562

Social security and other taxes

15,450

17,209

VAT

31,664

25,726

Advances and customer credits

11,782

Other creditors

3,579

3,658

Accruals and deferred income

25,799

28,634

184,648

159,965

13.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

1

Ordinary

1

14.

RESERVES

Retained

earnings

£

At 1 April 2024

67,792

Profit for the year

14,432

At 31 March 2025

82,224

15.	ULTIMATE PARENT COMPANY

The Company's ultimate parent and controlling company is ASM Technologies Limited, a public limited company registered in India, this being the smallest and largest group into which this company is consolidated. A copy of the parent company financial statements, which are prepared in accordance with the Companies Act 2013 and Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 as amended, are available from the company's registered office at 80/2 Lusanne Court, Richmond Road, Bangalore, KA 560 025, India. The Company's immediate parent company is ASM Engineering PVT Limited whose registered office is Enterprise Centre, Coventry University Technology Park, Coventry, England, CV1 2TT.

16.	RELATED PARTY DISCLOSURES

The Company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the ASM Technologies Limited group.