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ODE Asset Management Limited
Registered number: 11331750
Annual Report
For the year ended 31 December 2025
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ODE ASSET MANAGEMENT LIMITED
COMPANY INFORMATION
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Birketts Secretaries Limited
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Chartered Accountants & Statutory Auditor
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ODE ASSET MANAGEMENT LIMITED
CONTENTS
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Independent Auditor's Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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ODE ASSET MANAGEMENT LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their Strategic Report of ODE Asset Management Limited for the year ended 31 December 2025.
ODE Asset Management Limited ('ODE' and the 'Company') was incorporated on 26 April 2018 in England and Wales. The Company is wholly owned by Doris Asset Management Holding Limited, which in turn is a 100% subsidiary of Doris Group SA, a company incorporated in France.
ODE specialises in the operation and maintenance of offshore and onshore production facilities for the energy industry. The initial focus was on conventional energies in the Southern Gas Basin and Central sector of the UK North Sea and, over the last 7 years, the business has extended its portfolio to full Installation and Pipeline Operator (often referred to as Duty Holder). From its operating facilities in Aberdeen, ODE have extended its services to the Northern and Central North Sea (NNS/CNS) basins. This capability and expertise includes all aspects of the late life management of production facilities through to eventual decommissioning and removal of the infrastructure. Latterly we’ve demonstrated that we can offer similar services to onshore gas infrastructure projects and the energy transition sectors, winning work both here in the UK and overseas.
ODE offers a “wrapped” portfolio of combining operations and maintenance support together with the associated brownfield/facilities engineering and construction activities. This type of contract is becoming more and more prevalent and allows for operating efficiencies in ensuring continuity of approach, consistency across procured items of equipment and materials, hands on ownership and a technical advantage in understanding how the assets operate and produce. Our internal expertise in technical safety and the associated preparation of Safety Cases is invaluable to this service line.
ODE’s strategies are built on the core pillars of Health, Safety and Environmental performance, continued regulatory compliance, high production availability/throughput and on-target budget performance. These are further underpinned by an ethos of continuous pursuit of OPEX cost reduction opportunities which are also relevant in the asset de-commissioning market where there is increasing focus on reducing the cost of ownership post COP (Cessation of Production) prior to asset removal. ODE's general service provision includes Consultancy, Operations Support & Asset Management and all aspects of Technical Assistance.
Review and analysis of the business during the current financial year
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The United Kingdom Continental Shelf (UKCS) Energy Transition and the Windfall Tax schemes are limiting new oil and gas development projects in the UKCS and, as a result, 2025 saw a levelling off of business activity in the region. However despite this environment, ODE has safely consolidated its operations after successfully renewing its duty holder contracts and and expanding both its pipeline integrity management and brownfield engineering services allowing the Company to maintain profitability levels.
ODE’s activities entail detailed liaison with the Health and Safety Executive in the acceptance of associated Safety Case requirements and implementation. Regulation 5 owner compliance audits continue to be satisfactorily undertaken by our clients in accordance with the Safety Case Regulations and ODE continues to be recognised as an industry leading Installation and Pipeline Operator.
Key performance indicators
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The Company turnover in 2025 was £54,441,164 (2024: £48,888,582).
The Board of Directors monitor progress on the overall Company strategy by reference to the following Key Performance Indicators:
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ODE ASSET MANAGEMENT LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
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Definition, method of calculation and analysis
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Year on year turnover growth expressed as a percentage.
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Operating margin is the ratio of operating profit to turnover expressed as a percentage.
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Development for the coming financial year 2026
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Our outlook for 2026 and beyond remains positive and stable underpinned by the Company's long term operations contracts. The Company enters the new year in a strong financial position; however delays in project approvals on new contract wins have meant that our budgeted 2026 turnover is forecast to be around similar levels to 2025.
The Company will remain focused on the oil and gas market with the toe-holds established in UKCS decommissioning projects and new international energy developments being the primary source of growth. We continue to pursue opportunities in the energy transition market where our transferable skillset is increasingly being recognised as being applicable to driving efficiency and delivery in the new energies market.
This strategy is projected to increase annual turnover over the period from 2026 to 2027, bringing the Company’s annual projected turnover to £75m in 2027.
Financial results for Company at the reporting date
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The Company's result for the year after taxation amounted to a profit of £1,636,643 (2024: profit of £1,419,535). Net assets in the current year have increased from £2,104,874 at 31 December 2024 to £2,805,517 at 31 December 2025.
Principal risks and uncertainties facing the Company
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The principal risks in the Company’s business are international political relations, oil and gas price fluctuations, the UKCS Energy Transition and Windfall Tax schemes and the shortages in skilled staff as these can seriously affect the Company achieving its long-term growth strategy.
Middle East conflicts continue to influence the oil and gas industry and associated commodity prices and operationally the Company is working with our clients to address the evolving cyber security risk being faced by energy operators. The UK Government has signalled the importance of energy supply security the Labour Government has brought some certainty to the UKCS fiscal regime that continues to limit further investment and development in new projects in the future.
This report was approved by the board and signed on its behalf by:
A J B Reid
Managing Director
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ODE ASSET MANAGEMENT LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their annual report and the audited financial statements of ODE Asset Management Limited (the 'Company') for the year ended 31 December 2025.
The principal activity of the Company is the provision of duty holder services, operations and maintenance works for offshore oil and gas facilities.
The profit for the year, after taxation, amounted to £1,636,643 (2024: profit of £1,419,535).
Dividends of £936,000 (2024: £nil) were paid during the year.
The directors who served during the year and to the date of this report were:
Directors' responsibilities statement
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The directors are responsible for preparing the Strategic Report, the 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 of the profit or loss of the Company for that period.
In preparing these audited financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
∙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 to 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.
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ODE ASSET MANAGEMENT LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company's operations expose it to a variety of financial risks that include credit, liquidity, price and interest rate risk. The Company has in place mechanisms that seek to limit the adverse effects of potential financial risks. The Company does not use derivative financial instruments to manage these risks and as such no hedge accounting is applied.
Credit risk
The Company's credit risk is primarily attributable to its trade receivables, and it has implemented policies that require appropriate credit checks on potential customers before sales are made.
Liquidity risk
The Company actively manages its finances to ensure that the Company has sufficient available funds for its operations.
Price risk
The Company's activities are impacted by oil and gas price fluctuations.
Interest rate cash flow risk
The Company does not have interest bearing liabilities at 31 December 2025. The directors will revisit the appropriateness of this policy should the Company's operations change in size or nature.
The Company’s business activities, together with the factors likely to affect its future development, its financial position, financial risk management objectives, and its exposures to credit, liquidity and interest rate cash flow risk are described in the Strategic Report on pages 1 and 2 and the Directors' Report on pages 3 to 5.
The Company has adequate financial resources together with long-term contracts with a number of customers and suppliers. Profits for 2025 show an increase from 2024 in line with expectations and management forecasts for 2026 see a similar position for 2026. In addition, the Company also has some excellent prospects over the next two to three years. As a consequence, the directors believe that the Company is well placed to manage its business risks successfully.
The directors confirm that they have complied with these requirements and, having a reasonable expectation that the Company has adequate resources to continue in operational existence for at least twelve months from the date of signing these financial statements, and will continue to adopt the going concern basis in preparing the financial statements.
Directors' and officers' indemnity insurance
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The Company has made qualifying third party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the date of this report. No claim or notice of claim in respect of these indemnities has been received in the period.
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ODE ASSET MANAGEMENT LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Provision of information to the auditor
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Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
Post balance sheet events
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There have been no significant events affecting the Company since the year end.
The auditor, Forvis Mazars LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf by:
A J B Reid
Managing Director
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ODE ASSET MANAGEMENT LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ODE ASSET MANAGEMENT LIMITED
Opinion
We have audited the financial statements of ODE Asset Management Limited (the ‘Company’) for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the 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 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 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 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.
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ODE ASSET MANAGEMENT LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ODE ASSET MANAGEMENT LIMITED
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 Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In 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 Strategic Report or 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.
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ODE ASSET MANAGEMENT LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ODE ASSET MANAGEMENT LIMITED
Responsibilities of Directors
As explained more fully in the directors' responsibilities statement set out on page 3, 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 intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditor's 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 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.
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 material misstatements in respect of irregularities, including fraud.
Based on our understanding of the Company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation and anti-money laundering regulation.
To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
∙Inquiring of management and, where appropriate, those charged with governance, as to whether the Company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙Considering the risk of acts by the Company which were contrary to applicable laws and regulations, including fraud.
We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006.
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ODE ASSET MANAGEMENT LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ODE ASSET MANAGEMENT LIMITED
In addition, we evaluated the directors' and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of override of controls, and determined that the principal risks were related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to revenue recognition (which we pinpointed to the cut-off assertion), and significant one-off or unusual transactions.
Our audit procedures in relation to fraud included but were not limited to:
∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙Discussing amongst the engagement team the risks of fraud; and
∙Addressing the risks of fraud through management override of controls by performing journal entry testing.
There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
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 auditor’s report.
Use of the audit 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.
Richard Karmel (Senior statutory auditor)
For and on behalf of Forvis Mazars LLP
Chartered Accountants and Statutory Auditor
30 Old Bailey
London
EC4M 7AU
16 April 2026
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ODE ASSET MANAGEMENT LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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Interest receivable and similar income
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Profit for the financial year
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Other comprehensive income
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Total comprehensive income for the year
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The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.
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The notes on pages 13 to 28 form part of these financial statements.
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ODE ASSET MANAGEMENT LIMITED
REGISTERED NUMBER: 11331750
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
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Debtors: amounts falling due within one year
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Cash and cash equivalents
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Capital contribution reserve
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 13 to 28 form part of these financial statements.
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ODE ASSET MANAGEMENT LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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Capital contribution reserve
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Comprehensive income for the year
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Other comprehensive income for the year
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Total comprehensive income for the year
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Total transactions with owners
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Comprehensive income for the year
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Other comprehensive income for the year
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Total comprehensive income for the year
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Total transactions with owners
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The notes on pages 13 to 28 form part of these financial statements.
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
ODE Asset Management Limited (the 'Company') is a private company, limited by shares and registered in England and Wales. The address of its registered office and principal place of business is Nelson House, Beevor Road, Great Yarmouth, Norfolk, England, NR30 3QQ.
The principal activity of the Company is the provision of duty holder services and operations and maintenance works for offshore oil and gas facilities.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
These financial statements have been prepared in Pound Sterling as this is the currency of the primary economic environment in which the Company operates and is rounded to the nearest Pound.
The following principal accounting policies have been applied:
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Financial Reporting Standard 102 - reduced disclosure exemptions
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The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the 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 Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; and
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Doris Group SA as at 31 December 2025 and these financial statements may be obtained from www.infogreffe.com.
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The Company’s business activities, together with the factors likely to affect its future development, its financial position, financial risk management objectives, and its exposures to credit, liquidity and interest rate cash flow risk are described in the Strategic Report on pages 1 and 2 and the Directors' Report on pages 3 to 5.
The Company has adequate financial resources together with long-term contracts with a number of customers and suppliers. Profits for 2025 show an increase from 2024 in line with expectations and management forecasts for 2026 see a similar position for 2026. In addition, the Company also has some excellent prospects over the next two to three years. As a consequence, the directors believe that the Company is well placed to manage its business risks successfully.
The directors confirm that they have complied with these requirements and, having a reasonable expectation that the Company has adequate resources to continue in operational existence for at least twelve months from the date of signing these financial statements, and will continue to adopt the going concern basis in preparing the financial statements.
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentation currency is Pound Sterling.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges.
All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'Administrative expenses'.
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Turnover is generated through the provision of installation & pipeline operator contracts and other broadly similar services.
Turnover is recognised at the point at which the services are performed and invoiced in accordance with the contracts. The invoiced amount in respect of work performed is based upon either chargeable hours expended in respect of maintenance services or based on the value of work performed, which is reimbursable to the client under the agreements.
Turnover is recognised net of discounts, VAT and other sales-related taxes.
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
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Interest receivable and similar income
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Interest receivable and similar income is recognised in profit or loss using the effective interest method.
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
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 income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Amortisation is provided on the following bases:
Computer software - 33.3%
Amortisation is charged to 'Administrative expenses' in the Statement of Comprehensive Income.
- 16 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
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Long-term leasehold property
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The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Depreciation is charged to 'Administrative expenses' in the Statement of Comprehensive Income.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
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Creditors: amounts falling due within one year
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Short-term creditors are measured at the transaction price. Other financial liabilities are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
- 17 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Provisions for liabilities
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Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to the Statement of Comprehensive Income in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Statement of Financial Position date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Statement of Financial Position 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
Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
- 18 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Financial liabilities
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 Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
- 19 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In applying the Company's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimates are revised, if the revision affects only that year, or in the year of the revision and future years, if the revision affects both current and future years.
3.1 Critical judgements in applying the Company's accounting policies
(i) Recoverability of debtors
A provision for debtors is established where it is estimated that the debts are not considered to be fully recoverable. When assessing recoverability the directors have considered factors such as the ageing of the debts, and past experience of recoverability.
3.2 Key sources of estimation uncertainty
(i) Accruals and deferred income
The Company uses accruals to recognise expenses when they are incurred. Accruals on contracts are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
- 20 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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An analysis of turnover by class of business is as follows:
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Analysis of turnover by country of destination:
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The operating profit is stated after charging/(crediting):
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Depreciation of tangible assets
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Amortisation of intangible assets
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Change in bad debt provision
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Fees payable to the Company's auditor for the audit of the Company's
financial statements
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- 21 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Staff costs, including directors' remuneration, were as follows:
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Cost of defined contribution pension scheme
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The average monthly number of employees, including directors, during the year was 127 (2024: 125).
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Company contributions to defined contribution pension schemes
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During the year retirement benefits were accruing to 4 directors (2024: 5) in respect of defined contribution pension schemes.
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The highest paid director received remuneration of £272,234 (2024: £263,077).
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The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £30,758 (2024: £10,350).
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Interest receivable and similar income
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Interest receivable from group companies
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Bank and other interest receivable
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- 22 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Group taxation relief payable
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Origination and reversal of timing differences
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Adjustment in respect of previous periods
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Factors affecting tax charge for the year
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The tax assessed for the year is lower than (2024: lower than) the standard rate of corporation tax in the UK of 25% (2024:25%). The differences are explained below:
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Profit before tax multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)
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Expenses not deductible for tax purposes
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Capital allowances for year in excess of depreciation
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Movement in deferred tax not recognised
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Total tax charge for the year
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Factors that may affect future tax charges
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There have been no factors that may affect future tax charges. Deferred taxes at the current and prior reporting date were measured at 25%.
- 23 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Final dividend paid of £0.936 per share (2024: £nil)
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- 24 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Long-term leasehold property
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- 25 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Debtors: amounts falling due within one year
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Amounts owed by group undertakings
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Prepayments and accrued income
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Amounts recoverable on long term contracts
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Deferred taxation (note 17)
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Trade debtors are stated after provisions for impairment of £nil (2024: £3,798,351).
Included within amounts owed by group undertakings is a loan to Doris Group SA of £540,000 (2024: £540,000) which accrues interest at a rate of 6.6% per annum and payable on 31 December 2027.
Remaining amounts owed by group undertakings are unsecured, interest-free and payable on demand.
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Cash and cash equivalents
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Creditors: amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Amounts owed to group undertakings are unsecured, interest-free and repayable on demand.
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- 26 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Charged to the Statement of Comprehensive Income
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The deferred tax asset is made up as follows:
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Fixed asset timing differences
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Short term timing differences - trading
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Allotted, called up and fully paid
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1,000,000 (2024: 1,000,000) Ordinary shares of £1 each
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The Company has one class of shares; each share carries one voting right per share but no right to fixed income.
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Profit and loss account
This reserve represents the cumulative profits and losses of the Company. Dividends are paid out of this reserve.
Capital contribution reserve
The capital contribution reserve represents the value of assets transferred into the Company by its shareholders without consideration. These transfers were made as a capital contribution and have been recognised directly in equity.
- 27 -
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ODE ASSET MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £1,810,622 (2024: £1,489,899). Contributions totalling £153,064 (2024: £133,623) were payable to the fund at the reporting date and are included in creditors.
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Commitments under operating leases
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At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Related party transactions
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The Company is a wholly owned subsidiary of Doris Group SA, and as such has taken advantage of the exemption permitted by FRS 102 section 33.1 Related Party Disclosure, not to provide disclosures of transaction entered into with other wholly owned members of the Group.
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Post balance sheet events
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There have been no significant events affecting the Company since the year end.
The Company's immediate parent is Doris Asset Management Holding Limited (previously ODE Group Limited), a company registered in England and Wales. The ultimate controlling party is Doris Group SA, a company incorporated in France.
The largest and smallest group in which the results of the Company are consolidated is Doris Group SA. Copies of the Group's consolidated financial statements can be obtained from www.infogreffe.com.
- 28 -
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