Company No: 02705136 (England and Wales)

Contents

• Balance Sheet
• Notes to the Financial Statements

	Note	2026		2025
		£		£
Fixed assets
Intangible assets	4	190,509		326,415
Tangible assets	5	71,857		95,835
		262,366		422,250
Current assets
Stocks		78,284		43,744
Debtors	6	123,979		270,050
Cash at bank and in hand		176,304		43,282
		378,567		357,076
Creditors: amounts falling due within one year	7	( 582,353)		( 636,067)
Net current liabilities		(203,786)		(278,991)
Total assets less current liabilities		58,580		143,259
Creditors: amounts falling due after more than one year	8	( 30,228)		( 119,816)
Provision for liabilities		( 15,715)		( 21,281)
Net assets		12,637		2,162
Capital and reserves	11
Called-up share capital		1,000		1,000
Profit and loss account		11,637		1,162
Total shareholder's funds		12,637		2,162

For the financial year ending 28 February 2026 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The member has not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476; and
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of accounts.
• The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime of the Companies Act 2006.

The financial statements of VTSL Limited (registered number: 02705136) were approved and authorised for issue by the Board of Directors on 23 August 2026. They were signed on its behalf by:

David Walton Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

VTSL Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 5 Nickols Walk, London, SW18 1BZ, United Kingdom.

The principal activities are set out in the Directors' Report.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and Republic of Ireland issued by the Financial Reporting Council and the requirements of the Companies Act 2006.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Turnover

Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the sale of goods is recognised when the goods are physically delivered to the customer. Turnover from the supply of services represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the fair value of the consideration received or receivable. Where a contract has only been partially completed at the Balance Sheet date turnover represents the fair value of the service provided to date based on the stage of completion of the contract activity at the Balance Sheet date. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.

Employee benefits

Short term benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes
For defined contribution schemes the amounts charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits are the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are shown as either accruals or prepayments in the Balance Sheet.

Other long-term employee benefits are measured at the present value of the benefit obligation at the reporting date.

Taxation

Current tax, including UK corporation tax and foreign tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the Balance Sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the Balance Sheet date. Timing differences are differences between the Company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

When the amount that can be deducted for tax for an asset that is recognised in a business combination is less (more) than the value at which it is recognised, a deferred tax liability (asset) is recognised for the additional tax that will be paid (avoided) in respect of that difference. Similarly, a deferred tax asset (liability) is recognised for the additional tax that will be avoided (paid) because of a difference between the value at which a liability is recognised and the amount that will be assessed for tax.

Deferred tax liabilities are recognised for timing differences arising from investments in subsidiaries and associates, except where the Company is able to control the reversal of the timing difference and it is probable that it will not reverse in the foreseeable future.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date that are expected to apply to the reversal of the timing difference. Deferred tax relating to property, plant and equipment is measured using the revaluation model and investment property is measured using the tax rates and allowances that apply to the sale of the asset.

Where items recognised in the Statement of Comprehensive Income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income.

Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the Company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset only if: a) the Company has a legally enforceable right to set off current tax assets against current tax liabilities; and b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on the Company and the Company intends either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Intangible assets

Computer software	3 - 5 years straight line
Trademarks, patents and licences	10 years straight line

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery	3 years straight line
Computer equipment	3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Leases

The Company as lessee
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the Profit and Loss Account over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in creditors: amounts falling due within one year.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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 deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.

2. Staff number and costs

	2026		2025
	Number		Number
The average monthly number of employees (including directors) was:	17		18

3. Directors' remuneration

	2026		2025
	£		£
Directors' emoluments	37,312		26,133

4. Intangible assets

	Computer software		Trademarks, patents and licences		Total
	£		£		£
Cost
At 01 March 2025	520,398		433,928		954,326
Disposals	( 67,670)		( 96,871)		( 164,541)
At 28 February 2026	452,728		337,057		789,785
Accumulated amortisation
At 01 March 2025	325,533		302,378		627,911
Charge for the financial year	90,546		45,360		135,906
Disposals	( 67,670)		( 96,871)		( 164,541)
At 28 February 2026	348,409		250,867		599,276
Net book value
At 28 February 2026	104,319		86,190		190,509
At 28 February 2025	194,865		131,550		326,415

Amortisation of intangible fixed assets is included in administrative expenses.

5. Tangible assets

	Plant and machinery		Computer equipment		Total
	£		£		£
Cost
At 01 March 2025	195,817		10,275		206,092
Additions	29,157		5,279		34,436
Disposals	( 67,450)		( 7,527)		( 74,977)
At 28 February 2026	157,524		8,027		165,551
Accumulated depreciation
At 01 March 2025	102,876		7,381		110,257
Charge for the financial year	56,345		2,069		58,414
Disposals	( 67,450)		( 7,527)		( 74,977)
At 28 February 2026	91,771		1,923		93,694
Net book value
At 28 February 2026	65,753		6,104		71,857
At 28 February 2025	92,941		2,894		95,835

6. Debtors

	2026		2025
	£		£
Trade debtors	75,516		75,921
Amounts owed by Group undertakings (note 13)	0		148,333
Other debtors	7,739		7,739
Prepayments	40,724		38,057
	123,979		270,050

7. Creditors: amounts falling due within one year

	2026		2025
	£		£
Obligations under finance leases and hire purchase contracts	14,588		13,388
Other loans	117,835		159,634
Trade creditors	134,276		54,047
Amounts owed to Group undertakings (note 13)	79,881		195,000
Corporation tax	123,779		119,786
Payroll taxes payable	15,560		13,980
VAT	78,937		67,175
Accruals and deferred income	11,305		5,799
Other creditors	6,192		7,258
	582,353		636,067

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

	2026		2025
	£		£
Obligations under finance leases and hire purchase contracts	30,228		44,816
Other loans	0		75,000
	30,228		119,816

Finance leases
	2026		2025
	£		£
Between one and two years	30,228		0
Between two and five years	0		44,816
After five years	0		0
	30,228		44,816
On demand or within one year	14,588		13,388
	44,816		58,204

9. Deferred tax

	2026		2025
	£		£
At the beginning of financial year	( 21,281)		( 19,671)
Credited/(charged) to the Profit and Loss Account	5,566		( 1,610)
At the end of financial year	( 15,715)		( 21,281)

10. Financial instruments

The carrying values of the Company’s financial assets and liabilities are summarised by category below:

	2026		2025
	£		£
Financial assets
Measured at undiscounted amount receivable
Trade debtors (note 6)	75,516		75,921
Other debtors (note 6)	7,739		7,739
Amounts owed by Group undertakings (note 6)	0		148,333
	83,255		231,993
Financial liabilities
Measured at amortised cost
Bank loans and other loans	( 162,651)		( 292,838)
Measured at undiscounted amount payable
Trade creditors (note 7)	( 134,276)		( 54,047)
Amounts owed to Group undertakings (note 7)	( 79,881)		( 195,000)
	(376,808)		(541,885)

11. Called-up share capital and reserves

	2026		2025
	£		£
Allotted, called-up and fully-paid
100,000 Ordinary shares of £ 0.01 each	1,000		1,000
Presented as follows:
Called-up share capital presented as equity	1,000		1,000

The Company's other reserves are as follows:

The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.

12. Financial commitments

Pensions

The Company operates a defined contribution pension scheme for the directors and employees. The assets of the scheme are held separately from those of the Company in an independently administered fund.

	2026		2025
	£		£
Unpaid contributions due to the fund (inc. in other creditors)	6,192		7,258

13. Related party transactions

The Company has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the Company is a wholly owned member.

Transactions with group companies

Amounts owed by Group undertakings

	2026		2025
	£		£
Amounts due from fellow group undertakings	0		148,333

Amounts owed to Group undertakings

	2026		2025
	£		£
Creditors: due within one year - Amounts owed to group companies	79,881		195,000