Caseware UK (AP4) 2025.0.111 2025.0.111 2025-12-31 2025-12-31 The principal activity of the company is the provision of engineering, sales and rental of equipment for the marine, diving and subsea market sectors.false 38 false false false 2025-01-01 46 SC356252 2025-01-01 2025-12-31 SC356252 2024-01-01 2024-12-31 SC356252 2025-12-31 SC356252 2024-12-31 SC356252 2024-01-01 SC356252 1 2025-01-01 2025-12-31 SC356252 1 2024-01-01 2024-12-31 SC356252 5 2025-01-01 2025-12-31 SC356252 5 2024-01-01 2024-12-31 SC356252 d:Director1 2025-01-01 2025-12-31 SC356252 d:Director2 2025-01-01 2025-12-31 SC356252 d:Director3 2025-01-01 2025-12-31 SC356252 d:RegisteredOffice 2025-01-01 2025-12-31 SC356252 e:Buildings 2025-01-01 2025-12-31 SC356252 e:Buildings 2025-12-31 SC356252 e:Buildings 2024-12-31 SC356252 e:Buildings e:OwnedOrFreeholdAssets 2025-01-01 2025-12-31 SC356252 e:Buildings e:LongLeaseholdAssets 2025-01-01 2025-12-31 SC356252 e:Buildings e:LongLeaseholdAssets 2025-12-31 SC356252 e:Buildings e:LongLeaseholdAssets 2024-12-31 SC356252 e:PlantMachinery 2025-01-01 2025-12-31 SC356252 e:PlantMachinery 2025-12-31 SC356252 e:PlantMachinery 2024-12-31 SC356252 e:PlantMachinery e:OwnedOrFreeholdAssets 2025-01-01 2025-12-31 SC356252 e:OfficeEquipment 2025-01-01 2025-12-31 SC356252 e:OfficeEquipment 2025-12-31 SC356252 e:OfficeEquipment 2024-12-31 SC356252 e:OfficeEquipment e:OwnedOrFreeholdAssets 2025-01-01 2025-12-31 SC356252 e:OwnedOrFreeholdAssets 2025-01-01 2025-12-31 SC356252 e:Goodwill 2025-01-01 2025-12-31 SC356252 e:Goodwill 2025-12-31 SC356252 e:Goodwill 2024-12-31 SC356252 e:CurrentFinancialInstruments 2025-12-31 SC356252 e:CurrentFinancialInstruments 2024-12-31 SC356252 e:Non-currentFinancialInstruments 2025-12-31 SC356252 e:Non-currentFinancialInstruments 2024-12-31 SC356252 e:CurrentFinancialInstruments e:WithinOneYear 2025-12-31 SC356252 e:CurrentFinancialInstruments e:WithinOneYear 2024-12-31 SC356252 e:Non-currentFinancialInstruments e:AfterOneYear 2025-12-31 SC356252 e:Non-currentFinancialInstruments e:AfterOneYear 2024-12-31 SC356252 e:Non-currentFinancialInstruments e:BetweenOneTwoYears 2025-12-31 SC356252 e:Non-currentFinancialInstruments e:BetweenOneTwoYears 2024-12-31 SC356252 e:Non-currentFinancialInstruments e:BetweenTwoFiveYears 2025-12-31 SC356252 e:Non-currentFinancialInstruments e:BetweenTwoFiveYears 2024-12-31 SC356252 e:ReportableOperatingSegment1 2025-01-01 2025-12-31 SC356252 e:ReportableOperatingSegment1 2024-01-01 2024-12-31 SC356252 e:ReportableOperatingSegment2 2025-01-01 2025-12-31 SC356252 e:ReportableOperatingSegment2 2024-01-01 2024-12-31 SC356252 f:UnitedKingdom 2025-01-01 2025-12-31 SC356252 f:UnitedKingdom 2024-01-01 2024-12-31 SC356252 f:RestEuropeOutsideUK 2025-01-01 2025-12-31 SC356252 f:RestEuropeOutsideUK 2024-01-01 2024-12-31 SC356252 f:RestWorldOutsideUK 2025-01-01 2025-12-31 SC356252 f:RestWorldOutsideUK 2024-01-01 2024-12-31 SC356252 e:UKTax 2025-01-01 2025-12-31 SC356252 e:UKTax 2024-01-01 2024-12-31 SC356252 e:ForeignTax 2025-01-01 2025-12-31 SC356252 e:ForeignTax 2024-01-01 2024-12-31 SC356252 e:ShareCapital 2025-12-31 SC356252 e:ShareCapital 2024-12-31 SC356252 e:ShareCapital 2024-01-01 SC356252 e:RetainedEarningsAccumulatedLosses 2025-01-01 2025-12-31 SC356252 e:RetainedEarningsAccumulatedLosses 2025-12-31 SC356252 e:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 SC356252 e:RetainedEarningsAccumulatedLosses 2024-12-31 SC356252 e:RetainedEarningsAccumulatedLosses 2024-01-01 SC356252 e:FinancialAssetsDesignatedFairValueThroughProfitOrLoss 2025-12-31 SC356252 e:FinancialAssetsDesignatedFairValueThroughProfitOrLoss 2024-12-31 SC356252 d:OrdinaryShareClass1 2025-01-01 2025-12-31 SC356252 d:OrdinaryShareClass1 2025-12-31 SC356252 d:OrdinaryShareClass1 2024-12-31 SC356252 d:FRS102 2025-01-01 2025-12-31 SC356252 d:Audited 2025-01-01 2025-12-31 SC356252 d:FullAccounts 2025-01-01 2025-12-31 SC356252 d:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 SC356252 e:Subsidiary1 2025-01-01 2025-12-31 SC356252 e:Subsidiary1 1 2025-01-01 2025-12-31 SC356252 e:Subsidiary2 2025-01-01 2025-12-31 SC356252 e:Subsidiary2 1 2025-01-01 2025-12-31 SC356252 e:WithinOneYear 2025-12-31 SC356252 e:WithinOneYear 2024-12-31 SC356252 e:BetweenOneFiveYears 2025-12-31 SC356252 e:BetweenOneFiveYears 2024-12-31 SC356252 2 2025-01-01 2025-12-31 SC356252 6 2025-01-01 2025-12-31 SC356252 e:Goodwill e:OwnedIntangibleAssets 2025-01-01 2025-12-31 SC356252 g:PoundSterling 2025-01-01 2025-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: SC356252 UNIQUE SYSTEM (UK) LIMITED DIRECTORS' REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
UNIQUE SYSTEM (UK) LIMITED
COMPANY INFORMATION
Directors | Himanshu Suresh Gandhi
| Martin Ian George Charles
Registered number | SC356252
Registered office | 6 Bon Accord Square
| Aberdeen
| United Kingdom
| AB11 6XU
Independent auditors | AAB Audit & Accountancy Limited
| Kingshill View
| Prime Four Business Park
| Kingswells
| Aberdeen
| AB15 8PU
UNIQUE SYSTEM (UK) LIMITED
CONTENTS
| Page
Strategic report | 1
Directors' report | 2
Directors' responsibilities statement | 3
Independent auditors' report | 4 - 7
Profit and loss account | 8
Balance sheet | 9
Statement of changes in equity | 10
Statement of cash flows | 11 - 12
Analysis of net debt | 13
Notes to the financial statements | 14 - 30
UNIQUE SYSTEM (UK) LIMITED
STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The directors present their Strategic Report for the year ended 31 December 2025.
Business review
The directors note that revenue and profitability decreased compared to the prior year, primarily due to lower activity levels in certain markets. Despite this, the Company maintained a solid performance, with continued investment in its core rental equipment and stable demand across key markets. The Company remains focused on improving asset utilisation and developing new products and services to support future growth.
Principal risks and uncertainties
The principal risks and uncertainties facing the company are as follows: Credit risk - The company's credit risk is primarily attributable to trade debtors. The amounts presented in the balance sheet are net of any allowances or provisions for doubtful debtors. Part of the company’s business is undertaken with large companies with strong credit ratings, but most of the business has no significant concentration of credit risk with exposure spread over a large number of customers. Management continually reviews the status of outstanding trade debtors to ensure any risk is minimised. Liquidity risk - The company management review cash flow weekly to ensure there is sufficient working capital in place.
Financial key performance indicators
The financial key performance indicators which the directors use to monitor are revenues, gross margin and asset utilisation.
Other key performance indicators
Other key performance indicators include health and safety, environmental and quality improvements. This report was approved by the board and signed on its behalf.
Martin Ian George Charles Director
Date: 30 June 2026
Page 1
UNIQUE SYSTEM (UK) LIMITED
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the year ended 31 December 2025.
Results and dividends
The profit for the year, after taxation, amounted to £2,514,054 (2024 - £4,973,603). During the period, no dividends were paid to ordinary shareholders (2024 - £nil).
Directors
The directors who served during the year were:
Himanshu Suresh Gandhi
Martin Ian George Charles
Future developments
The company continues to support its customers through investment in its core rental equipment. It is also developing new products and services, primarily in Autonomous solutions, to further enhance its service offering to customers.
Disclosure of information to auditors
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 auditors are 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 auditors are aware of that information.
Post balance sheet events
There have been no significant events affecting the Company since the year end.
Auditors
The auditors, AAB Audit & Accountancy Limited, 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.
Martin Ian George Charles Director
Date: 30 June 2026
Page 2
UNIQUE SYSTEM (UK) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2025 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 financial statements, the directors are required to: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgments 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. Page 3
UNIQUE SYSTEM (UK) LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNIQUE SYSTEM (UK) LIMITED
Opinion
We have audited the financial statements of Unique System (UK) Limited (the 'Company') for the year ended 31 December 2025, which comprise the Profit and loss account, the Analysis of net debt, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the Company's affairs as at 31 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 Auditors' 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. 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. Page 4
UNIQUE SYSTEM (UK) LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNIQUE SYSTEM (UK) LIMITED (CONTINUED)
Opinion 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 the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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.
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 either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Page 5
UNIQUE SYSTEM (UK) LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNIQUE SYSTEM (UK) LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. 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. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: We obtained an understanding of the legal and regulatory frameworks within which the company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006 and Taxation legislation. We identified the greatest risk of material impact on the financial statements from irregularities including fraud to be: ∙Management override of controls to manipulate the company’s key performance indicators to meet targets; ∙Timing and completeness of revenue recognition; ∙Management judgement applied in calculating provisions; and ∙Compliance with relevant laws and regulations which directly impact the financial statements and those that the company needs to comply with for the purpose of trading. Our audit procedures to respond to these risks included: ∙Testing of journal entries and other adjustments for appropriateness; ∙Evaluating the business rationale of significant transactions outside the normal course of business; ∙Reviewing judgements made by management in their calculation of accounting estimates for potential management bias; ∙Enquiries of management about litigation and claims and inspection of relevant correspondence; ∙Reviewing legal and professional fees to identify indications of actual or potential litigation, claims and any non-compliance with laws and regulations; and ∙Performing a disclosure checklist on the financial statements to ensure Companies Act 2006 requirements are satisfied. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report. Page 6
UNIQUE SYSTEM (UK) LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNIQUE SYSTEM (UK) LIMITED (CONTINUED)
Use of our report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' 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. James Pirrie (Senior statutory auditor) for and on behalf of AAB Audit & Accountancy Limited Statutory Auditor Kingshill View Prime Four Business Park Kingswells Aberdeen AB15 8PU 30 June 2026 Page 7
UNIQUE SYSTEM (UK) LIMITED
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 19,006,026 | 23,272,823
Cost of sales |  | (9,381,552) | (10,982,852)
Gross profit |  | 9,624,474 | 12,289,971
Administrative expenses |  | (5,742,787) | (5,326,247)
Other operating income | 5 | 408 | 196,202
Operating profit | 6 | 3,882,095 | 7,159,926
Interest receivable and similar income | 9 | - | 6,338
Interest payable and similar expenses | 10 | (351,205) | (395,097)
Profit before tax |  | 3,530,890 | 6,771,167
Tax on profit | 11 | (1,016,836) | (1,797,564)
Profit for the financial year |  | 2,514,054 | 4,973,603
There are no items of other comprehensive income for 2025 or 2024 other than the profit for the year. As a result, no separate Statement of Comprehensive Income has been presented.
The notes on pages 14 to 30 form part of these financial statements.
Page 8
UNIQUE SYSTEM (UK) LIMITED REGISTERED NUMBER:SC356252
BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 12 |  | 482,500 |  | 965,000
Tangible assets | 13 |  | 7,446,589 |  | 7,389,055
Investments | 14 |  | 1,365,743 |  | 1,365,743
|  |  | 9,294,832 |  | 9,719,798
Current assets |  |  |  |  |
Stocks | 15 | 300,468 |  | 226,285 |
Debtors: amounts falling due within one year | 16 | 38,878,369 |  | 31,621,037 |
Cash at bank and in hand | 17 | 1,274,840 |  | 1,876,902 |
|  | 40,453,677 |  | 33,724,224 |
Creditors: amounts falling due within one year | 18 | (26,976,116) |  | (23,293,999) |
Net current assets |  |  | 13,477,561 |  | 10,430,225
Total assets less current liabilities |  |  | 22,772,393 |  | 20,150,023
Creditors: amounts falling due after more than one year | 19 |  | (2,441,841) |  | (2,333,525)
Net assets |  |  | 20,330,552 |  | 17,816,498
Capital and reserves |  |  |  |  |
Called up share capital | 22 |  | 1 |  | 1
Profit and loss account |  |  | 20,330,551 |  | 17,816,497
|  |  | 20,330,552 |  | 17,816,498
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 June 2026.
Martin Ian George Charles
Director
The notes on pages 14 to 30 form part of these financial statements. Page 9
UNIQUE SYSTEM (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 January 2024 | 1 | 12,842,894 | 12,842,895
Profit for the year | - | 4,973,603 | 4,973,603
At 1 January 2025 | 1 | 17,816,497 | 17,816,498
Profit for the year | - | 2,514,054 | 2,514,054
At 31 December 2025 | 1 | 20,330,551 | 20,330,552
| The notes on pages 14 to 30 form part of these financial statements.
Page 10
UNIQUE SYSTEM (UK) LIMITED
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2025
|  |  | 2025 | 2024
|  |  | £ | £
Cash flows from operating activities |  |
Profit for the financial year | 2,514,054 | 4,973,603
Adjustments for: |  |
Amortisation of intangible assets | 482,500 | 482,500
Depreciation of tangible assets | 2,543,804 | 2,687,252
Loss on disposal of tangible assets | 18,039 | (196,202)
Interest paid | 351,205 | 395,097
Interest received | - | (6,338)
Taxation charge | 1,016,836 | 1,797,564
(Increase)/decrease in stocks | (74,183) | 2,599
Decrease in debtors | 163,386 | 503,568
(Increase) in amounts owed by groups | (7,257,530) | (3,997,998)
Increase in creditors | 3,451,807 | 495,858
Corporation tax (paid) | (2,015,914) | (1,092,059)
Net cash generated from operating activities | 1,194,004 | 6,045,444
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (2,719,054) | (3,142,018)
Sale of tangible fixed assets | 99,366 | 354,795
Purchase of investment properties | - | (1,010,743)
Interest received | - | 6,338
Net cash from investing activities | (2,619,688) | (3,791,628)
Page 11
UNIQUE SYSTEM (UK) LIMITED
STATEMENT OF CASH FLOWS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
|  | 2025 | 2024
|  | £ | £
Cash flows from financing activities |  |
New secured loans | 1,174,827 | -
Repayment of loans | - | (1,002,988)
Interest paid | (351,205) | (395,097)
Net cash used in financing activities | 823,622 | (1,398,085)
Net (decrease)/increase in cash and cash equivalents | (602,062) | 855,731
Cash and cash equivalents at beginning of year | 1,876,902 | 1,021,171
Cash and cash equivalents at the end of year | 1,274,840 | 1,876,902
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 1,274,840 | 1,876,902
| 1,274,840 | 1,876,902
The notes on pages 14 to 30 form part of these financial statements.
Page 12
UNIQUE SYSTEM (UK) LIMITED
ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 DECEMBER 2025
| At 1 January 2025 | Cash flows | At 31 December 2025
| £ | £ | £
Cash at bank and in hand | 1,876,902 | (602,062) | 1,274,840
Debt due after 1 year | (2,333,525) | (108,316) | (2,441,841)
Debt due within 1 year | (838,487) | (1,066,511) | (1,904,998)
| (1,295,110) | (1,776,889) | (3,071,999)
The notes on pages 14 to 30 form part of these financial statements.
Page 13
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Unique System (UK) Limited is a private company limited by shares, incorporated in the Scotland. The address of it's registered office is 6 Bon Accord Square, Aberdeen, Scotland, AB11 6XU. The principle place of business is Unit 1 Howe Moss Drive, Kirkhill Industrial Estate, Aberdeen, United Kingdom, AB21 0GL. The Company is part of the Unique Group FZC who are based in the United Arab Emirates and are focused on the provision of survey equipment, marine and subsea solutions, diving and life support services, buoyancy and ballast products and on-site engineering. 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 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 judgment in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Exemption from preparing consolidated financial statements
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other than the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006.
| 2.3 | Going concern
The directors have prepared cash flow forecasts and projections covering a period of at least 12 months from the date of approval of these financial statements. These forecasts incorporate assumptions regarding trading performance, working capital movements and capital expenditure. At the year end, the Company reported net current assets of £13,477,561 (2024: 10,430,225) and continues to monitor its liquidity position closely. The Company also has access to bank financing facilities and continues to service its debt obligations as they fall due. The directors have considered the recoverability of amounts owed by group undertakings and the availability of support from the parent company, where necessary. Based on this assessment, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on a going concern basis. Page 14
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.4 | 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 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 profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. 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'.
| 2.5 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Company has transferred the significant risks and rewards of ownership to the buyer; ∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably. Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably. Page 15
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.6 | 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.
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | 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.
| 2.9 | Pensions
Defined contribution pension plan The company contributes to 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 Profit and loss account when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
| 2.10 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred. Page 16
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.11 | 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. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet 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 balance sheet date.
| 2.12 | 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 of 10 years. Page 17
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.13 | 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. Survey equipment - 20% straight line Long-term leasehold property - 50% straight line Plant, equipment & vehicles - 25% reducing balance Computer equipment - 25% straight line 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 the Profit and loss account.
| 2.14 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Profit and loss account for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment. Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.
| 2.15 | 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 weighted average cost 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.
| 2.16 | 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. Page 18
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.17 | 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. In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.
| 2.18 | 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.
| 2.19 | Financial instruments
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 Balance sheet 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 debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) 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 debtors due with the operating cycle fall into this category of financial instruments. Impairment of financial assets At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 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. Page 19
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.19 | Financial instruments (continued)
Basic 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 creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments 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 creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors 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 instruments 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. Page 20
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
In the application of the Company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily available from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revision to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. Assets carrying value Management apply judgement in assessment of the estimated useful life and residual value of fixed assets, in particular the plant and machinery that represents the rental stock of the Company. The resultant depreciation charged to the income statement is an estimate of the wearing out and consumption of the economic value of the assets in the year. With regards to the carrying value of intangible assets, the directors calculated the fair value of the assets at the date of acquiring the business and used these values to reflect the associated goodwill. The directors make an assessment each year regarding any indications of impairment that may reduce the carrying value, and the amortisation charged to the income statement each year is an estimate of the wearing out and consumption of the economic value of the assets in the year, based upon an estimated useful economic life of 10 years.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Rental Income | 16,173,736 | 20,235,725
| Sale of goods | 2,832,290 | 3,037,098
|  | 19,006,026 | 23,272,823
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 4,755,240 | 5,947,973
| Rest of Europe | 11,272,911 | 13,283,303
| Rest of the world | 2,977,875 | 4,041,547
|  | 19,006,026 | 23,272,823
Page 21
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
5. | Other operating income
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit on disposal of fixed assets | 408 | 196,202
6. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Depreciation of tangible fixed assets | 2,543,793 | 2,687,252
| Amortisation of intangible fixed assets | 482,500 | 482,500
| Exchange differences | (488,418) | 120,198
7. | Auditors' remuneration
| During the year, the Company obtained the following services from the Company's auditors:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the Company's auditors for the audit of the Company's financial statements | 27,900 | 26,570
| Fees payable to the Company's auditors in respect of: |  |
| Preparation of the financial statements | 1,500 | 1,430
| Taxation compliance services | 7,125 | 25,123
Page 22
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Employees
| Staff costs were as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Wages and salaries | 3,300,133 | 2,758,204
| Social security costs | 399,925 | 288,011
| Cost of defined contribution scheme | 371,598 | 249,050
|  | 4,071,656 | 3,295,265
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Management | 3 | 2
|  | Administration | 29 | 22
|  | Operations | 14 | 14
|  |  | 46 | 38
9. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other interest receivable | - | 6,338
|  | - | 6,338
10. | Interest payable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank interest payable | 300,700 | 369,998
| Other interest payable | 50,505 | 25,099
|  | 351,205 | 395,097
Page 23
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
11. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Current tax on profits for the year | 1,016,908 | 1,809,839
| Adjustments in respect of previous periods | (8,909) | (12,275)
| Foreign tax |  |
| Foreign taxation | 8,837 | -
|  | 8,837 | -
| Total current tax | 1,016,836 | 1,797,564
| Factors affecting tax charge for the year
| The tax assessed for the year is the same as (2024 - the same as) the standard rate of corporation tax in the UK of 25% (2024 - 25%) as set out below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit on ordinary activities before tax | 3,530,890 | 6,771,167
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 882,723 | 1,692,792
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 139,901 | 151,599
| Capital allowances for year in excess of depreciation | - | (23,968)
| Chargeable gains | - | 18,745
| Other permanent differences | (2,210) | -
| Foreign tax credits | 8,837 | -
| Adjustments to tax charge in respect of prior periods | (8,909) | (12,275)
| Deferred tax not recognised in the year | (3,506) | (29,329)
| Group relief surrendered/(claimed) | (222,556) | -
| Group relief charge for losses from subsidiary | 222,556 | -
| Total tax charge for the year | 1,016,836 | 1,797,564
Page 24
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
12. | Intangible assets
|  | Goodwill
|  | £
| Cost |
| At 1 January 2025 | 4,825,000
| At 31 December 2025 | 4,825,000
| Amortisation |
| At 1 January 2025 | 3,860,000
| Charge for the year on owned assets | 482,500
| At 31 December 2025 | 4,342,500
| Net book value |
| At 31 December 2025 | 482,500
| At 31 December 2024 | 965,000
Page 25
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
13. | Tangible fixed assets
|  | Survey equipment | Long-term leasehold property | Plant, equipment & vehicles | Computer equipment | Total
|  | £ | £ | £ | £ | £
| Cost or valuation |  |  |  |  |
| At 1 January 2025 | 24,033,868 | 123,284 | 232,885 | 83,577 | 24,473,614
| Additions | 2,581,565 | - | 137,489 | - | 2,719,054
| Disposals | (1,171,206) | - | - | - | (1,171,206)
| At 31 December 2025 | 25,444,227 | 123,284 | 370,374 | 83,577 | 26,021,462
| Depreciation |  |  |  |  |
| At 1 January 2025 | 16,705,542 | 123,281 | 172,167 | 83,569 | 17,084,559
| Charge for the year on owned assets | 2,519,961 | 3 | 23,832 | 8 | 2,543,804
| Disposals | (1,053,490) | - | - | - | (1,053,490)
| At 31 December 2025 | 18,172,013 | 123,284 | 195,999 | 83,577 | 18,574,873
| Net book value |  |  |  |  |
| At 31 December 2025 | 7,272,214 | - | 174,375 | - | 7,446,589
| At 31 December 2024 | 7,328,326 | 3 | 60,718 | 8 | 7,389,055
Page 26
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| At 1 January 2025 | 1,365,743
| At 31 December 2025 | 1,365,743
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Principal activity | Class of shares | Holding
| GSE Rentals Limited | 6 Bon Accord Square, Aberdeen, Scotland, AB11 6XU | Dormant company | Ordinary | 100%
| Subsea Innovation Limited | Innovation House, Centurion Way, Darlington, England, DL3 0UP | Design and manufacture of offshore equipment | Ordinary | 100%
15. | Stocks
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Raw materials and consumables | 300,468 | 226,285
|  | 300,468 | 226,285
16. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 3,177,349 | 3,472,980
| Amounts owed by group undertakings | 35,144,852 | 27,887,322
| Other debtors | 212,967 | 7,936
| Prepayments and accrued income | 343,201 | 252,799
|  | 38,878,369 | 31,621,037
| Trade debtors have been stated net of a provision for doubtful debts of £278,981 (2024: £200,135).
Page 27
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
17. | Cash and cash equivalents
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Cash at bank and in hand | 1,274,840 | 1,876,902
18. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank loans | 1,904,998 | 838,487
| Trade creditors | 735,994 | 488,924
| Amounts owed to group undertakings | 23,805,621 | 19,517,023
| Corporation tax | - | 964,674
| Other taxation and social security | 113,558 | 187,301
| Other creditors | 50,370 | 573,148
| Accruals and deferred income | 365,575 | 724,442
|  | 26,976,116 | 23,293,999
19. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank loans | 2,441,841 | 2,333,525
|  | 2,441,841 | 2,333,525
| Term Loan 1 The company entered into a term loan facility on September 2023 for £1,500,000. At the reporting date, the outstanding balance was £441,743. Interest charged at 2.90% per annum above the Bank of England Base Rate. The loan is repayble over a 46-month term in monthly comprising capital and interest. Term Loan 2 The company entered into a term loan facility on September 2023 for £3,150,000. At the reporting date, the outstanding balance was £1,558,991. Interest charged at 3.10% per annum above the Bank of England Base Rate. The loan is repayble over a 46-month term in monthly comprising capital and interest. Term Loan 3 The company entered into a term loan facility on May 2025 for £2,700,000. At the reporting date, the outstanding balance was £2,347,683. Interest charged at 3.00% per annum above the Bank of England Base Rate. The loan is repayble over a 46-month term in monthly comprising capital and interest.
Page 28
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
20. | Loans
| Analysis of the maturity of loans is given below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Amounts falling due within one year |  |
| Bank loans | 1,904,998 | 838,487
| Amounts falling due 1-2 years |  |
| Bank loans | 1,430,272 | 2,333,525
| Amounts falling due 2-5 years |  |
| Bank loans | 1,011,569 | -
|  | 4,346,839 | 3,172,012
| A floating charge was put in place over the assets of the company in respect of the loan facility.
21. | Financial instruments
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Financial assets |  |
| Financial assets measured at fair value through profit or loss | 1,274,840 | 1,876,902
| Financial assets measured at fair value through profit or loss comprises cash at bank and in hand.
22. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 (2024 - 1) 1 share of £1.00 | 1 | 1
23. | Capital commitments
| At 31 December 2025 the Company had capital commitments as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Contracted for but not provided in these financial statements | 37,133 | -
|  | 37,133 | -
Page 29
UNIQUE SYSTEM (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
24. | Pension commitments
During the year the company contributed £371,598 (2024 - £249,050) to define contribution pension schemes on behalf of employees. There were contributions of £27,571 (2024 - £24,148) outstanding at year end.
25. | Commitments under operating leases
| At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Not later than 1 year | 211,847 | 211,847
| Later than 1 year and not later than 5 years | 330,940 | 542,786
|  | 542,787 | 754,633
26. | Related party transactions
| The Group has taken advantage of the available exemption under Financial Reporting Standard 102 Section 33.1A for the need to disclose transactions between wholly owned group entities.
27. | Controlling party
The Company’s immediate parent undertaking is Unique Group FZC, a company incorporated in the United Arab Emirtate. The smallest group in which the results of the company and its subsidiaries are consolidated is that headed by Unique Group FZC. A copy of these financial statements can be obtained upon request from Unique Group FZC, Plot No. 1D/07E, Hamriyah Free Zone, PO Box 42213, Sharjah, UAE. The ultimate controlling part is UMGHoldco 1 Limited, a limited liability company, which is incorporated in Jersey.
Page 30