CruisePAL UK Limited Filleted accounts for Companies House (small and micro)

COMPANY REGISTRATION NUMBER: 4780858

CruisePAL UK Limited

(formerly Res Company Systems Limited)

Filleted Unaudited Financial Statements

31 December 2025

CruisePAL UK Limited

(formerly Res Company Systems Limited)

Financial Statements

Year ended 31 December 2025

Contents	Pages

Chartered accountants report to the board of directors on the preparation of the unaudited statutory financial statements	1

Statement of financial position	2 to 3

Notes to the financial statements	4 to 8

CruisePAL UK Limited

(formerly Res Company Systems Limited)

Chartered Accountants Report to the Board of Directors on the Preparation of the Unaudited Statutory Financial Statements of CruisePAL UK Limited

Year ended 31 December 2025

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of CruisePAL UK Limited for the year ended 31 December 2025, which comprise the statement of financial position and the related notes from the company's accounting records and from information and explanations you have given us. As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at www.icaew.com/en/membership/regulations-standards-and-guidance. This report is made solely to the Board of Directors of CruisePAL UK Limited, as a body, in accordance with the terms of our engagement letter dated 15 July 2025. Our work has been undertaken solely to prepare for your approval the financial statements of CruisePAL UK Limited and state those matters that we have agreed to state to you, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF as detailed at www.icaew.com/compilation. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than CruisePAL UK Limited and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that CruisePAL UK Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of CruisePAL UK Limited. You consider that CruisePAL UK Limited is exempt from the statutory audit requirement for the year. We have not been instructed to carry out an audit or a review of the financial statements of CruisePAL UK Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

HEBBLETHWAITES Chartered Accountants

2 Westbrook Court Sharrow Vale Road Sheffield S11 8YZ

29 April 2026

CruisePAL UK Limited

(formerly Res Company Systems Limited)

Statement of Financial Position

31 December 2025

	2025		2024
Note	£	£	£

Fixed assets

Intangible assets	5	1,023,082	–
Tangible assets	6	8,757	11,210
		------------	--------
		1,031,839	11,210

Current assets

Stocks		36,425	24,312
Debtors	7	392,246	537,401
Cash at bank and in hand		106,184	238,650
		---------	---------
		534,855	800,363

Creditors: amounts falling due within one year	8	6,090,345		4,141,832
		------------		------------
Net current liabilities			5,555,490	3,341,469
			------------	------------
Total assets less current liabilities			( 4,523,651)	( 3,330,259)

Creditors: amounts falling due after more than one year	9	559,628	829,679
		------------	------------
Net liabilities		( 5,083,279)	( 4,159,938)
		------------	------------

CruisePAL UK Limited

Statement of Financial Position (continued)

31 December 2025

	2025		2024
Note	£	£	£

Capital and reserves

Called up share capital	999	999
Share premium account	149,700	149,700
Fair value reserve	72,270	125,347
Profit and loss account	( 5,306,248)	( 4,435,984)
	------------	------------
Shareholders deficit	( 5,083,279)	( 4,159,938)
	------------	------------

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with Section 1A of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

In accordance with section 444 of the Companies Act 2006, the statement of comprehensive income has not been delivered.

For the year ending 31 December 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 financial statements for the year in question in accordance with section 476 ;

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

These financial statements were approved by the board of directors and authorised for issue on 27 April 2026 , and are signed on behalf of the board by:

MR M S Shyam

Director

Company registration number: 4780858

CruisePAL UK Limited

(formerly Res Company Systems Limited)

Notes to the Financial Statements

Year ended 31 December 2025

1. General information

The company is a private company limited by shares, registered in England and Wales. The address of the registered office is c/o Hebblethwaites, 2 Westbrook Court, Sharrow Vale Road, Sheffield, S11 8YZ.

2. Statement of compliance

These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.

The financial statements are prepared in sterling, which is the functional currency of the entity.

Going concern

At the end of the accounting period, the Statement of Financial Position reflects both net current and net total liabilities. Despite this, the financial statements have been prepared on the going concern basis, this given the loan and preference share funding provided to the company which is not expected to be withdrawn in the foreseeable future and which, in the opinion of the directors, provides sufficient financial resources to ratify the continued use of the going concern policy.

Revenue recognition

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer, usually on despatch of the goods or the provision of services, the amount of revenue can be measured reliably, it is probable that the associated economic benefits will flow to the entity, and the costs incurred or to be incurred in respect of the transactions can be measured reliably.

Foreign currencies

Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.

Intangible assets

Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses. Any intangible assets carried at revalued amounts, are recorded at the fair value at the date of revaluation, as determined by reference to an active market, less any subsequent accumulated amortisation and subsequent accumulated impairment losses. Intangible assets acquired as part of a business combination are only recognised separately from goodwill when they arise from contractual or other legal rights, are separable, the expected future economic benefits are probable and the cost or value can be measured reliably.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

	Software	-	20% straight line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Research and development

Research and development expenditure is written off in the period in which it is incurred.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

	Equipment	-	25% reducing balance

Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition.

Financial instruments

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

4. Employee numbers

The average number of persons employed by the company during the year amounted to 1 (2024: 1 ).

5. Intangible assets

	Development costs
	£
Cost
At 1 January 2025	324,778
Additions	1,278,852
Disposals	( 324,778)
	------------
At 31 December 2025	1,278,852
	------------
Amortisation
At 1 January 2025	324,778
Charge for the year	255,770
Disposals	( 324,778)
	------------
At 31 December 2025	255,770
	------------
Carrying amount
At 31 December 2025	1,023,082
	------------
At 31 December 2024	–
	------------

6. Tangible assets

	Equipment	Total
	£	£
Cost
At 1 January 2025 and 31 December 2025	168,007	168,007
	---------	---------
Depreciation
At 1 January 2025	156,797	156,797
Charge for the year	2,453	2,453
	---------	---------
At 31 December 2025	159,250	159,250
	---------	---------
Carrying amount
At 31 December 2025	8,757	8,757
	---------	---------
At 31 December 2024	11,210	11,210
	---------	---------

7. Debtors

	2025	2024
	£	£
Trade debtors	289,449	405,020
Amounts owed by related parties	70,076	92,324
Other debtors	32,721	40,057
	---------	---------
	392,246	537,401
	---------	---------

Trade debtors are recorded net of bad debt provisions amounting to £Nil (2024: £Nil).

8. Creditors: amounts falling due within one year

	2025	2024
	£	£
Trade creditors	119,172	684,486
Social security and other taxes	22,897	21,252
Related party loan	257,577	–
Other creditors	5,690,699	3,436,094
	------------	------------
	6,090,345	4,141,832
	------------	------------

Included within other creditors is the current component of a total loan liability of £817,205 (2024: £829,679), of which 257,577 (2024: £Nil) is repayable within one year of the accounts date. The loan is subject to agreed terms, although an interest waiver has now been applied in relation to the loan. Given the term of the loan and the repayment profile, the loan has been discounted over the remaining term until maturity in December 2028. The resultant applied discount will be released as a a comprehensive income movement over the remaining loan term and reflected in the Statement of Changes in Equity. Included within other creditors is a total of £3,029,148 (2024: £3,029,148) representing the preference share capital of the company. The preference shares are redeemable at par in part or in whole at the option of the Company with no fixed date for redemption.

9. Creditors: amounts falling due after more than one year

	2025	2024
	£	£
Other creditors	559,628	829,679
	---------	---------

As outlined in note 9 above, included within other creditors falling due after more than one year is a loan balance of £559,628 (2024: £829,679) provided to the company to support its' working capital requirements, the terms and accounting treatment of which loan balance is as set out above.

10. Financial instruments

As outlined at note 9, the company has taken up a loan with a related party company over a fixed terms, which loan has been subject to an interest waiver giving rise to the application of a discount and a fair value reserve, which reserve will reverse over the term of the loan and which reserve, at the year end date, amounts to £72,270 (2024: £125,347).

11. Related party transactions

The company has no ultimate controlling party. At the balance sheet date of Resco Australia was indebted to the company by way of loan in the sum of £66,379 (2024: £88,967), and Resco Systems Sweden was indebted in the sum of £3,697 (2024: £3,356). Also the company was indebted to Resco DMCC by way of loan in the sum of £374,418 (2024: £390,333), Mariapps Marine Solutions Europe GmbH by way of loan in the sum of 389,149 (2024: 195,138), Mariapps Marine Solutions Pte. Ltd by way of loan in the sum of £1,748,108 (2024: £157,451), Mariapps Marine Solutions US Inc by way of loan in the sum of £75,884 (2024: £34,509) and Onboard Technical Services by way of loan in the sum of £35,403 (2024: £5,263). The company also had a loan due to a related party Thornton Holdings Ltd, amounting to £817,205 (2024: £829,679) at the balance sheet date, of which no interest is due.