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Registered number: 11307622 VNC AUTOMOTIVE LIMITED UNAUDITED FINANCIAL STATEMENTS INFORMATION FOR FILING WITH THE REGISTRAR FOR THE YEAR ENDED 31 DECEMBER 2025
VNC AUTOMOTIVE LIMITED REGISTERED NUMBER: 11307622 BALANCE SHEET AS AT 31 DECEMBER 2025
|  |  |  | As restated
|  | 2025 |  | 2024
Note |  | £ |  | £
FIXED ASSETS |  |  |  |  |
Tangible assets | 5 |  | 55,129 |  | 87,072
|  |  | 55,129 |  | 87,072
CURRENT ASSETS |  |  |  |  |
Stocks |  | 38,325 |  | 175,647 |
Debtors: amounts falling due within one year | 6 | 778,905 |  | 819,209 |
Cash at bank and in hand |  | 1,310,425 |  | 1,170,502 |
|  | 2,127,655 |  | 2,165,358 |
Creditors: amounts falling due within one year | 7 | (293,224) |  | (348,706) |
NET CURRENT ASSETS |  |  | 1,834,431 |  | 1,816,652
TOTAL ASSETS LESS CURRENT LIABILITIES |  |  | 1,889,560 |  | 1,903,724
NET ASSETS |  |  | 1,889,560 |  | 1,903,724
CAPITAL AND RESERVES |  |  |  |  |
Called up share capital | 8 |  | 1 |  | 1
Share premium account |  |  | 2,221 |  | -
Other reserves |  |  | 352,054 |  | 372,796
Profit and loss account |  |  | 1,535,284 |  | 1,530,927
|  |  | 1,889,560 |  | 1,903,724
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VNC AUTOMOTIVE LIMITED REGISTERED NUMBER: 11307622 BALANCE SHEET (CONTINUED) AS AT 31 DECEMBER 2025 The director considers that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006. The director acknowledges his responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements. The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities. The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. The Company has opted not to file the profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime. The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Mr T D Blackie
Director
Date: 6 May 2026
The notes on pages 3 to 10 form part of these financial statements. Page 2
VNC AUTOMOTIVE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | GENERAL INFORMATION
VNC Automotive Limited is a private company limited by shares incorporated in England and Wales. The registered office address is St John's Innovation Centre, Cowley Road, Cambridge, CB4 0WS. 2.ACCOUNTING POLICIES
| 2.1 | BASIS OF PREPARATION OF FINANCIAL STATEMENTS
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the requirements and the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view. The following principal accounting policies have been applied:
| 2.2 | FOREIGN CURRENCY TRANSLATION
Functional and presentation currency The Company's functional and presentational currency is GBP. 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 that relate to borrowings and cash and cash equivalents are presented in the Profit and Loss Account within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'. Page 3
VNC AUTOMOTIVE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.ACCOUNTING POLICIES (CONTINUED)
| 2.3 | TURNOVER
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. Turnover earned from sales under license agreements is recognised when the software is made available. When the sale includes a period of support and maintenance, a proportion of the turnover is deferred and recognised straight line over the period of support. Where turnover arises from subscription for sales software access, amounts are recognised over the period of the contract, commencing from when the software is available for use. Service turnover is recognised in the period that the services and training are provided on the basis of time worked at agreed contractual terms and as direct expenses are incurred. Royalty turnover, which is generally earned based upon a fixed amount per product sold, is recognised on an accrual basis in accordance with the contractual terms.
| 2.4 | OPERATING LEASES: THE COMPANY AS LESSEE
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.
| 2.5 | RESEARCH AND DEVELOPMENT
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years. If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
| 2.6 | FINANCE COSTS
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument. Page 4
VNC AUTOMOTIVE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.ACCOUNTING POLICIES (CONTINUED)
| 2.7 | PENSIONS
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 profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.
| 2.8 | SHARE-BASED PAYMENTS
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition. The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme). Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period. Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
| 2.9 | CURRENT AND DEFERRED TAXATION
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 balance sheet date in the countries where the Company operates and generates income. Page 5
VNC AUTOMOTIVE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.ACCOUNTING POLICIES (CONTINUED)
| 2.10 | INTANGIBLE ASSETS
GOODWILL Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Profit and Loss Account over its useful economic life. OTHER INTANGIBLE ASSETS 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. 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.
| 2.11 | TANGIBLE FIXED ASSETS
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. 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:
|  |  |  | Motor vehicles | - | 5 years
|  |  |  | Computer equipment | - | 4 years
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.
| 2.12 | STOCKS
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss. Page 6
VNC AUTOMOTIVE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.ACCOUNTING POLICIES (CONTINUED)
| 2.13 | DEBTORS
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.
| 2.14 | CASH AND CASH EQUIVALENTS
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.
| 2.15 | CREDITORS
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
3. | EMPLOYEES
| The average monthly number of employees, including directors, during the year was 23 (2024 - 32).
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VNC AUTOMOTIVE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
4. | INTANGIBLE ASSETS
|  | Patents | Development expenditure | Computer software | Goodwill | Total
|  | £ | £ | £ | £ | £
| COST |  |  |  |  |
| At 1 January 2025 | 264,000 | 900,000 | 4,816,000 | (1,705,050) | 4,274,950
| At 31 December 2025 | 264,000 | 900,000 | 4,816,000 | (1,705,050) | 4,274,950
| AMORTISATION |  |  |  |  |
| At 1 January 2025 | 264,000 | 900,000 | 4,816,000 | (1,705,050) | 4,274,950
| At 31 December 2025 | 264,000 | 900,000 | 4,816,000 | (1,705,050) | 4,274,950
| NET BOOK VALUE |  |  |  |  |
| At 31 December 2025 | - | - | - | - | -
| At 31 December 2024 | - | - | - | - | -
Page 8
VNC AUTOMOTIVE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
5. | TANGIBLE FIXED ASSETS
|  | Motor vehicles | Computer equipment | Total
|  | £ | £ | £
| COST OF VALUATION |  |  |
| At 1 January 2025 | 38,030 | 245,091 | 283,121
| Additions | - | 1,909 | 1,909
| At 31 December 2025 | 38,030 | 247,000 | 285,030
| DEPRECIATION |  |  |
| At 1 January 2025 | 5,704 | 190,345 | 196,049
| Charge for the year on owned assets | 7,606 | 26,246 | 33,852
| At 31 December 2025 | 13,310 | 216,591 | 229,901
| NET BOOK VALUE |  |  |
| At 31 December 2025 | 24,720 | 30,409 | 55,129
| At 31 December 2024 | 32,326 | 54,746 | 87,072
6. | DEBTORS
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 376,532 | 262,342
| Other debtors | 205,311 | 348,248
| Prepayments and accrued income | 197,062 | 208,619
|  | 778,905 | 819,209
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VNC AUTOMOTIVE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 8,073 | 38,977
| Other taxation and social security | 43,548 | 52,235
| Other creditors | 6,023 | 20,656
| Accruals and deferred income | 235,580 | 236,838
|  | 293,224 | 348,706
| Included within other creditors are amounts due to the Company's defined contribution pension scheme of £NIL (2024 - £20,042)
8. | SHARE CAPITAL
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | ALLOTTED, CALLED UP AND FULLY PAID |  |
|  | 10,107,625 (2024 - 10,000,000) Ordinary shares of £0.0000001 each | 1 | 1
| On 30 April 2025, 107,625 Ordinary shares of £0.0000001 each were issued for total consideration of £2,221.
9. | PRIOR YEAR ADJUSTMENT
During the year, the director decided to present amounts arising from equity-settled share based payment transactions as a separate component of equity, rather than within retained earnings. Accordingly, a reclassification has been made to present the share options reserve as a separate line item within equity. This adjustment has no impact on the profit or loss, total equity, cash flows, or net assets of the Company for the current or prior periods. 10.OTHER FINANCIAL COMMITMENTS Total financial commitments, guarantees and contingencies that are not included in the balance sheet amount to £12,478 (2024 - £15,758).
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