REGISTERED NUMBER: 05839465 (England and Wales)

Unaudited Financial Statements for the Year Ended 31 March 2025

for

VBSC LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

M G Woodward

N Woodward

SECRETARY:

N Woodward

REGISTERED OFFICE:

Brock House

19 Langham Street

London

W1W 6BP

REGISTERED NUMBER:

05839465 (England and Wales)

ACCOUNTANTS:

Keenan Chartered Accountants

The Old Surgery

43 Derbe Road

Lytham St Annes

Lancashire

FY8 1NJ

FIXED ASSETS

Intangible assets

4

-

-

Tangible assets

5

3,447

2,361

3,447

2,361

CURRENT ASSETS

Debtors

6

1,309,316

1,633,128

Cash at bank

390,670

850,951

1,699,986

2,484,079

CREDITORS

Amounts falling due within one year

7

1,450,772

2,230,798

NET CURRENT ASSETS

249,214

253,281

TOTAL ASSETS LESS CURRENT LIABILITIES

252,661

255,642

CREDITORS

Amounts falling due after more than one year

8

(93,321

)

(233,321

)

PROVISIONS FOR LIABILITIES

(809

)

(527

)

NET ASSETS

158,531

21,794

CAPITAL AND RESERVES

Called up share capital

200

200

Retained earnings

158,331

21,594

SHAREHOLDERS' FUNDS

158,531

21,794

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 29 December 2025 and were signed on its behalf by:

M G Woodward - Director

1.	STATUTORY INFORMATION

VBSC Limited is a private company, limited by shares, registered in England and Wales. The company's registered number and registered address can be found on the Company Information page.

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption

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 group.

Turnover

Turnover represents the net value of software sales and of services provided, excluding value added tax.

The company's principal sources of revenue are generated and recognised as follows:

(i) Consulting fees & Business solutions - revenues are generated from consulting projects and from training customers to use the company's software. Consultancy fees are charged to customers either on a daily basis or per project. Training fees may be charged to customers per person or per day or per course. The company recognised revenue from consultancy and training as the services are rendered.

(ii) License sales - revenues are generated from sale of perpetual licenses to use the company's intellectual property. The company recognises license revenues upon the receipt of the customer's order.

(iii) License rentals - revenues are generated from the rental of licenses to use the company's intellectual property. The company recognises rental revenues over the term of each rental contract on a straight line basis.

(iv) Maintenance & support - revenues are generated from the sale of technical support services to users of the company's software. Maintenance & support contracts are normally renewable annually. The company recognises revenues over the term of each contract on a straight line basis.

(v) Hosting - revenues are generated from the provision of hosting services to users of the company's software. Hosting is normally billed monthly in advance and the company accordingly recognises revenues month by month on a straight line basis, although the underlying hosting contracts are typically for periods of 12 months or longer.

Goodwill

Negative goodwill, arising on on the acquisition of the assets of a business at below fair value, is credited to Profit and Loss account in the period in which the benefit of the negative goodwill is deemed to accrue.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

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

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

Freehold property - 4% on cost

Fixtures and fittings - 25% on reducing balance

Computer equipment - 50% on reducing balance

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

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax

The tax currently payable is based on the taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income and expenses that are taxable or deductible in other years and it further excludes that are not taxable or deductible.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet 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.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible assets and depreciated over the shorter of the lease term and their useful lives. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce constant periodic rates of charge on the net obligations outstanding in each period.

Rentals payable under operating leases are charged against income on a straight line basis over the lease

term.

Pension costs and other post-retirement benefits

The company operates defined contribution pension schemes for the directors and employees. Contributions payable to the company's pension schemes are charged to the profit and loss account in the period to which they relate.

Financial instruments

Trade and other debtors that are receivable within one year and do not constitute a financing transaction are recorded at the undiscounted amount expected to be received, net of impairment. Those that are receivable after more than one year or constitute a financing transaction are recorded initially at fair value less transaction costs and subsequently at amortized cost, net of impairment.

Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other short-term highly liquid investments with original maturities of three months or less and bank overdrafts.

Trade and other creditors are initially recognised at the transaction price and are therefore stated at amortized cost using the effective interest method unless the discounting would be immaterial, in which case they are stated at cost.

Short term debtors and creditors with no stated interest rate are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 15 (2024 - 16 ) .

4.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 April 2024

and 31 March 2025

(14,459

)

AMORTISATION

At 1 April 2024

and 31 March 2025

(14,459

)

NET BOOK VALUE

At 31 March 2025

-

At 31 March 2024

-

The company's trade commenced with effect from 1 July 2006 with the acquisition of a business that had been operating for several years at a loss. A review of the identifiable assets and liabilities taken over on completion of the acquisition showed that the consideration paid was less than the fair value of the net assets acquired, hence giving rise to negative goodwill. In the opinion of the director, the ongoing benefit of the negative goodwill was not significant, and accordingly the whole amount of the negative goodwill was written off in the accounts to 31 March 2007.

5.	TANGIBLE FIXED ASSETS

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 April 2024

2,975

19,578

22,553

Additions

-

2,628

2,628

Disposals

-

(916

)

(916

)

At 31 March 2025

2,975

21,290

24,265

DEPRECIATION

At 1 April 2024

2,904

17,288

20,192

Charge for year

18

1,444

1,462

Eliminated on disposal

-

(836

)

(836

)

At 31 March 2025

2,922

17,896

20,818

NET BOOK VALUE

At 31 March 2025

53

3,394

3,447

At 31 March 2024

71

2,290

2,361

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.25

31.3.24

£

£

Trade debtors

393,202

572,558

Amounts owed by group undertakings

517,392

480,752

Other debtors

398,722

579,818

1,309,316

1,633,128

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.25

31.3.24

£

£

Bank loans and overdrafts

140,000

140,000

Trade creditors

105,591

283,594

Taxation and social security

112,060

291,370

Other creditors

1,093,121

1,515,834

1,450,772

2,230,798

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.3.25

31.3.24

£

£

Bank loans

93,321

233,321

9.	CORONAVIRUS BUSINESS INTERRUPTION LOAN

Creditors includes a Coronavirus Business Interruption loan with a balance of £233,321 at the Balance Sheet date (2024: £373,321).

10.	CONTINGENT LIABILITIES

A group VAT registration was in existence during the year which included VBSC Limited and various other group companies. At the year end, the amount due to HM Revenue and Customs in relation to the other group companies totalled £Nil (2024-£NIl).

11.	OTHER FINANCIAL COMMITMENTS

At the year end, the company had total commitments under non-cancellable operating leases over the remaining life of those leases of £3,900 (2024 - £46,800).

12.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to directors subsisted during the years ended 31 March 2025 and 31 March 2024:

31.3.25

31.3.24

£

£

M G Woodward and N Woodward

Balance outstanding at start of year

75,584

2,089,695

Amounts advanced

90,542

75,584

Amounts repaid

(75,584

)

(2,089,695

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

90,542

75,584

The loan is unsecured, repayable on demand, and interest is charged at the official beneficial interest rate.

13.	ULTIMATE CONTROLLING PARTY

The parent company of VBSC Limited is Victor Brookes Limited, whose registered office address is The Old Surgery, 43 Derbe Road, Lytham St Annes, Lancashire FY8 1NJ.