ACCOUNTS - Final Accounts preparation

An analysis of turnover by class of business is as follows:

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.

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

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

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

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

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

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

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

	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.

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