| REGISTERED NUMBER: |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 30 JUNE 2026 |
| FOR |
| ACUSENSUS UK LIMITED |
| REGISTERED NUMBER: |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 30 JUNE 2026 |
| FOR |
| ACUSENSUS UK LIMITED |
| ACUSENSUS UK LIMITED (REGISTERED NUMBER: 14318431) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| for the Year Ended 30 June 2026 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 3 |
| ACUSENSUS UK LIMITED |
| COMPANY INFORMATION |
| for the Year Ended 30 June 2026 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditors |
| Herschel House |
| 58 Herschel Street |
| Slough |
| Berkshire |
| SL1 1PG |
| ACUSENSUS UK LIMITED (REGISTERED NUMBER: 14318431) |
| BALANCE SHEET |
| 30 June 2026 |
| 30.6.26 | 30.6.25 |
| As restated |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Tangible assets | 4 |
| CURRENT ASSETS |
| Debtors | 5 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 6 |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
( |
) |
| CAPITAL AND RESERVES |
| Called up share capital | 8 |
| Retained earnings | ( |
) | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| ACUSENSUS UK LIMITED (REGISTERED NUMBER: 14318431) |
| NOTES TO THE FINANCIAL STATEMENTS |
| for the Year Ended 30 June 2026 |
| 1. | STATUTORY INFORMATION |
| Acusensus UK Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The financial statements have been prepared on the going concern basis after consideration by the directors as to the appropriateness of this basis. The company's ultimate parent company has confirmed they will continue to support the company as required for a period in excess of twelve months and one day from the signing of the audit report. |
| Related party exemption |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| Turnover |
| Turnover from an agreement to provide services is recognised over time as the services are rendered based on a daily rate. Turnover is measured at the fair value of the consideration receivable excluding discounts and value added tax. |
| Additionally, the Company recognises transfer pricing revenue in respect of the business development, sales and delivery services provided to the Group. These transactions are governed by a transfer pricing agreement, which ensures that the Company achieves a predetermined operating margin on its revenue from non-group customers. |
| Tangible fixed assets |
| Tangible fixed assets are initially measured at cost net of value added tax and are reviewed annually for signs of impairment. Depreciation is calculated on a straight-line basis to write off the cost of each item of plant and equipment over their expected useful lives as follows: |
| Computer & office equipment | -Straight line over 3 years |
| Transportable equipment | -Straight line over 5 years |
| Trailer bases | -Straight line over 7 years |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| ACUSENSUS UK LIMITED (REGISTERED NUMBER: 14318431) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 30 June 2026 |
| 2. | ACCOUNTING POLICIES - continued |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| Financial instruments |
| Basic Financial Instruments, as covered by Section 11 of FRS 102, are measured at amortised cost. The company does not have any Other Financial Instruments, as covered by Section 12 of FRS 102. |
| Hire purchase and leasing commitments |
| Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. |
| Share-based payments |
| Share-based payment transactions are awards of shares, share options or performance rights that are provided to employees in exchange for the rendering of services. |
| The cost of share-based payment transactions is measured at fair value at the grant date. Fair value is determined using either a Black-Scholes valuation model or, for awards subject to market-based performance conditions, a Monte Carlo simulation model. The valuation methods take into account the exercise price (where applicable), the term of the award, the share price at the grant date, expected price volatility of the underlying share, expected dividend yield, risk-free interest rate and expected vesting period. Market-based vesting conditions are reflected in the grant date fair value of the award. Non-market vesting conditions are not included in the grant date fair value measurement. |
| The cost of share-based payment transactions is recognised as an expense over the vesting period, together with a corresponding recognition of a liability. The cumulative charge recognised in profit or loss is based on the grant date fair value of the award, the best estimate of the number of awards expected to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods. |
| At each reporting date, the Company revises its estimate of the number of awards expected to vest based on the expected achievement of non-market vesting conditions and service conditions. The impact of any revision is recognised in profit or loss with a corresponding adjustment to liabilities. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was |
| ACUSENSUS UK LIMITED (REGISTERED NUMBER: 14318431) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 30 June 2026 |
| 4. | TANGIBLE FIXED ASSETS |
| Plant and |
| machinery |
| etc |
| £ |
| COST |
| At 1 July 2025 |
| Additions |
| At 30 June 2026 |
| DEPRECIATION |
| At 1 July 2025 |
| Charge for year |
| At 30 June 2026 |
| NET BOOK VALUE |
| At 30 June 2026 |
| At 30 June 2025 |
| 5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 30.6.26 | 30.6.25 |
| As restated |
| £ | £ |
| Trade debtors |
| Amounts owed by group undertakings |
| Other debtors |
| 6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 30.6.26 | 30.6.25 |
| As restated |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Taxation and social security |
| Other creditors & accruals |
| 7. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 30.6.26 | 30.6.25 |
| As restated |
| £ | £ |
| Within one year |
| Between one and five years |
| ACUSENSUS UK LIMITED (REGISTERED NUMBER: 14318431) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 30 June 2026 |
| 8. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 30.6.26 | 30.6.25 |
| value: | £ | £ |
| Ordinary | £1 | 1 | 1 |
| 9. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
| The Report of the Auditors was unqualified. |
| for and on behalf of |
| We would like to draw your attention to the following statement contained within our audit report as included within the full financial statements:- |
| "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 a Report of the Auditors 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." |
| ACUSENSUS UK LIMITED (REGISTERED NUMBER: 14318431) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 30 June 2026 |
| 10. | SHARE-BASED PAYMENT TRANSACTIONS |
| The Company operates equity incentive plans under which employees may be granted share options and performance rights over ordinary shares in the ultimate parent company, Acusensus Limited. |
| Share options |
| Share options are granted for nil consideration and entitle the holder to acquire one ordinary share for each vested option on payment of the applicable exercise price. Options vest subject to continued employment and the achievement of specified performance and vesting conditions. Unvested options lapse if the relevant vesting conditions are not satisfied. |
| The fair value of share options is measured at the grant date and determined using the Black-Scholes valuation model. |
| Performance rights |
| Performance rights are granted for nil consideration and vest subject to continued employment and the achievement of specified performance and vesting conditions. Each vested performance right entitles the holder to receive one ordinary share. Unvested performance rights lapse if the relevant vesting conditions are not satisfied. Awards are generally subject to both market and non-market performance conditions and typically vest over one, two, and three year periods. |
| The fair value of awards is measured at the grant date. For awards subject to market conditions, fair value is determined using a Monte Carlo simulation option pricing model. Non-market performance conditions are not included in the grant-date fair value. Instead, the number of awards expected to vest is adjusted over time based on the expected and actual achievement of those conditions. The fair value of awards subject to non-market performance conditions is determined using the Black-Scholes valuation model. |
| Key assumptions used in both valuation models include the grant date share price, expected volatility, risk-free interest rate, expected dividend yield and expected vesting period. |
| The following table summarises the number and weighted average exercise prices of the options and performance rights during the year: |
Item | Number | Weighted average exercise price (AUD$ | ) |
| Outstanding at the beginning of the period | 228,783 | 0.36 |
| Granted during the year | 92,679 | NIL |
| Forfeited/cancelled during the period | - | - |
| Exercised during the period | (77,302 | ) | 0.54 |
| Expired during the period | - | - |
| Outstanding at the end of the period | 244,160 | 0.17 |
| Exercisable at the end of the period | 19,854 | NIL |
| The total expense recognised in profit or loss for the period was £34,611 (2025: £25,637). |
| The total year end liabilities arising from share-based payment arrangements were £72,275 (2025: £37,664). |
| ACUSENSUS UK LIMITED (REGISTERED NUMBER: 14318431) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 30 June 2026 |
| 11. | PRIOR YEAR ADJUSTMENTS |
| During the year, the Company identified that amounts relating to employee share options had previously been incorrectly recognised within the share option reserve in equity. The amounts should have instead been recognised through the intercompany balance with the parent company. The error has been corrected retrospectively in accordance with FRS 102 Section 10, resulting in a restatement of the prior year comparative figures and opening reserves. |
| The impact of the adjustment is as follows: |
| £ |
| Decrease in share option reserve | 37,664 |
| Increase in intercompany creditor | (37,664 | ) |
| There is no impact on the Company's profit or loss or tax position as a result of this adjustment. |
| 12. | ULTIMATE PARENT COMPANY |
| Acusensus Limited, a company incorporated in Australia and listed on the Australian Securities Exchange (ASX), is the ultimate parent company. |
| Acusensus Limited prepares consolidated financial statements that are publicly available. These are available upon request from Level 1/31 Queen Street, Melbourne, Victoria 3000, Australia. |
| 13. | ULTIMATE CONTROLLING PARTY |
| There is no ultimate controlling party. |