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Registered number: 01608562









EUROTECH LTD

DIRECTOR'S REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

 
EUROTECH LTD
 
 
COMPANY INFORMATION


DIRECTOR
S Barazza 




REGISTERED NUMBER
01608562



REGISTERED OFFICE
Causeway House
1 Dane Street

Bishop's Stortford

Hertfordshire

CM23 3BT




INDEPENDENT AUDITOR
Price Bailey LLP
Chartered Accountants & Statutory Auditors

Tennyson House

Cambridge Business Park

Cambridge

CB4 0WZ





 
EUROTECH LTD
 

CONTENTS



Page
Director's Report
 
 
1 - 3
Independent Auditor's Report
 
 
4 - 7
Statement of Income and Retained Earnings
 
 
8
Balance Sheet
 
 
9
Notes to the Financial Statements
 
 
10 - 29


 
EUROTECH LTD
 
 
 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

The director presents his report and the financial statements for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activities of the Company continued to be the design, development and marketing of Edge and embedded products and services and products in the Internet of Things ("IoT") markets. 

DIRECTOR

The director who served during the year was:

S Barazza 

DIRECTOR'S RESPONSIBILITIES STATEMENT

The director is responsible for preparing the Director's Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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.

DIVIDENDS

No dividends were paid in the year. The directors do not recommend payment of a final dividend.

Page 1

 
EUROTECH LTD
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

FUTURE DEVELOPMENTS

In 2025, Eurotech Ltd underwent a significant reorganisation, which, however, did not have a significant impact on turnover, which fell by 10% compared to 2024. The market in which the company operates remains an attractive one with good opportunities, which the company will seek to capitalise on by supporting its current customers and seeking to expand both in the UK and in northern European countries, where the company has invested in sales and marketing activities. In line with the revised organisational structure, the company will continue to work remotely and support customers through the services provided in coordination with Eurotech S.p.A., our parent company. In this new organisational model, we continue to open up new opportunities and carry out new proof of concepts that will enhance our order book for 2026 and 2027. We believe that, although the trading environment has been challenging, due to the economic situation and the geopolitical situation, we will overcome those challenges and try to develop our future.

RESEARCH AND DEVELOPMENT ACTIVITIES

During the first half of 2025, we closed our existing hardware and software development centre in Cambridge, and now all research and development activities are carried out in coordination with Eurotech S.p.A. (the Italian parent company), which provides us with R&D assistance based on our needs and those of our customers. We will continue to offer R&D services to our customers on products developed by us in the past and on those we sell that have been developed by other companies in the Eurotech Group, continuing to be part of a leading group in the development of new technology based on the needs of the industrial sectors in which we operate.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS

After an year of stability in terms of cost of components, the last months of year are showing an increase of the cost of some components (memories and disks) that can have an impact in 2026. The strong relationship built up over many years with our suppliers of components and our outsources assemblers give us the confidence that we can continue to find at reasonable price and with a decent lead time the components that can have those problems. We continue to work to ensure customer satisfaction levels are maintained. 

With close attention to our customers' needs we anticipate that our design in's will bear fruit in the years to come. We have interest in a number of diversified industry sectors and therefore believe that we can better withstand any short-term dilution of demand that may arise from any one sector. 

With support of our parent company the Board believes that there is sufficient confidence to rely on our forecasts for the coming period of 2026-2028.

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS

The company has made qualifying third-party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

DISCLOSURE OF INFORMATION TO AUDITOR

The director at the time when this Director's Report is approved has confirmed that:
 
∙so far as he is aware, there is no relevant audit information of which the Company's auditor is unaware, and

∙he 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 auditor is aware of that information.

Page 2

 
EUROTECH LTD
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025


AUDITOR

The auditor, Price Bailey LLP, will be deemed to be reappointed in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





S Barazza
Director

Date: 9 September 2026

Page 3

 
EUROTECH LTD
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF EUROTECH LTD
 

OPINION


We have audited the financial statements of Eurotech Ltd (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Income and Retained Earnings, the Balance Sheet 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 loss 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 Auditor's 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 director's 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 director with respect to going concern are described in the relevant sections of this report.


Page 4

 
EUROTECH LTD
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF EUROTECH LTD (CONTINUED)


OTHER INFORMATION


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The director is 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.


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 Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Director's Report has 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 Director's 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 director's remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit; or
∙the director was not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report.


RESPONSIBILITIES OF DIRECTORS
 

As explained more fully in the Director's Responsibilities Statement set out on page 1, the director is 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 director determines 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 director is 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 director either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.


Page 5

 
EUROTECH LTD
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF EUROTECH LTD (CONTINUED)


AUDITOR'S 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 Auditor's 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 gained an understanding of the legal and regulatory framework applicable to the company and how it operates and considered the risk of the company not complying with the applicable laws and regulations including fraud in particular those that could have a material impact on the financial statements. This included those regulations directly related to the financial statements. In relation to the company this included employment law, financial reporting and health & safety.

The risks were discussed with the audit team and we remained alert to any indications of non-compliance throughout the audit. We carried out specific procedures to address the risks identified. These included the following:

-  Management override: We reviewed systems and procedures to identify potential areas of management   
 override risk. In particular, we carried out testing of journal entries and other adjustments for     appropriateness, and evaluating the business rationale of significant transactions to identify large or    unusual transactions. We reviewed key authorisation procedures and decision making processes for any   unusual or one-off transactions. 
-   Review of key management estimates, including assessment of management bias. 
-   Retrospective review of estimates from prior periods. 

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 Auditor's Report.


Page 6

 
EUROTECH LTD
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF EUROTECH LTD (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 Auditor's 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.





Paul Cullen FCCA (Senior Statutory Auditor)
  
for and on behalf of
Price Bailey LLP
 
Chartered Accountants
Statutory Auditors
  
Tennyson House
Cambridge Business Park
Cambridge
CB4 0WZ

18 September 2026
Page 7

 
EUROTECH LTD
 
 
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
2024
Note
£
£

  

Turnover
     4
3,571,454
4,222,801

Cost of sales
  
(1,472,396)
(1,578,835)

Gross profit
  
2,099,058
2,643,966

Distribution costs
  
(34,382)
(33,358)

Administrative expenses
  
(2,072,741)
(2,467,216)

Operating (loss)/profit
 5 
(8,065)
143,392

Interest receivable and similar income
 9 
3,112
4,408

Interest payable and similar expenses
 10 
(13,834)
(16,284)

(Loss)/profit before tax
  
(18,787)
131,516

(Loss)/profit after tax
  
(18,787)
131,516

  

  

Retained earnings at the beginning of the year
  
(2,127,575)
(2,259,091)

(Loss)/profit for the year
  
(18,787)
131,516

Retained earnings at the end of the year
  
(2,146,362)
(2,127,575)

The notes on pages 10 to 29 form part of these financial statements.

Page 8

 
EUROTECH LTD
REGISTERED NUMBER: 01608562

BALANCE SHEET
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Tangible assets
 13 
-
95,311

  
-
95,311

Current assets
  

Stocks
 14 
112,699
164,547

Debtors
 15 
978,861
1,373,143

Cash at bank and in hand
 16 
1,013,640
579,403

  
2,105,200
2,117,093

Creditors: amounts falling due within one year
 17 
(2,584,867)
(2,640,386)

Net current liabilities
  
 
 
(479,667)
 
 
(523,293)

Total assets less current liabilities
  
(479,667)
(427,982)

Provisions for liabilities
  

Other provisions
 18 
(44,681)
(77,579)

Net liabilities
  
 
 
(524,348)
 
 
(505,561)


Capital and reserves
  

Called up share capital 
 20 
33,333
33,333

Share premium account
 21 
304,874
304,874

Other reserves
 21 
1,283,807
1,283,807

Profit and loss account
 21 
(2,146,362)
(2,127,575)

  
(524,348)
(505,561)


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




S Barazza
Director

Date: 9 September 2026

The notes on pages 10 to 29 form part of these financial statements.

Page 9

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


GENERAL INFORMATION

Eurotech Ltd is a private company limited by shares and domiciled and incorporated in England and Wales. The registered office is Causeway House, 1 Dane Street, Bishop's Stortford, Hertfordshire, CM23 3BT.

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

Summary of disclosure exemptions

In preparing these financial statements, the company has taken advantage of the disclosure exemptions, as permitted by FRS 102 paragraph 1.12. The company has therefore complied with the applicable conditions, including providing notification of the use of exemptions to the company's shareholders who have not objected to the use of such disclosure exemptions. 

The company's ultimate parent undertaking, Eurotech S.p.A, includes the company in its consolidated financial statements. The consolidated financial statements of Eurotech S.p.A are prepared in accordance with the IFRS and are available to the public and may be obtained at www.eurotech.com or at Via Fratelli Solari, 3/a, 33020 Amaro (UD), Italy. In these financial statements, the company is considered to be a qualifying entity and has applied the exemptions available under FRS 102 in respect of the following disclosures:
- from preparing a Cash Flow Statement in accordance with Section 7 'Cash Flow Statements';
- from disclosing the company's key management personnel compensation, as required by paragraph 7 of section 33 'Related Party Disclosures'.

Page 10

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.3

GOING CONCERN

The directors have considered the going concern basis of preparation of the financial statements, noting the results for the year, forecasts and plans going forward.

The directors have received confirmation from Eurotech SpA, the parent company, that Eurotech SpA intends to provide financial support to the company to assist the Company in meeting its liabilities as and when they fall due to the extent that resources are not otherwise available to the Company to meet such liabilities. Eurotech SpA has confirmed it has ability to provide such support and intends to provide the support as appropriate for the period of 12 months from the date of approval of these financial statements. In applying the going concern basis the Directors have also considered the past practise of Eurotech SpA in providing financial support to the Company.

The directors have prepared cash flow forecasts for a period of 24 months from the year end which demonstrate that the cash reserves of the company with the support of Eurotech SpA will be sufficient for it to be able to continue as a going concern. The opportunities the Company has in the pipeline are in a good stage and will provide future business to the Company.

The financial statements do not contain any adjustments that would be required if the company were not able to continue as a going concern.

 
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 Statement of Income and Retained Earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Page 11

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.5

TURNOVER

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, incurred or to be incurred in respect of the transactions can be measured reliably.

Turnover from contracts for the provision of professional services is recognised by reference to the stage of completion where the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that is probable will be recovered.

  
2.6

RESEARCH AND DEVELOPMENT

Research and development expenditure is written off against profits in the year in which it is incurred.

 
2.7

OPERATING LEASES: THE COMPANY AS LESSEE

Rentals paid under operating leases are charged to the Statement of Income and Retained Earnings on a straight-line basis over the lease term.

 
2.8

INTEREST INCOME

Interest income is recognised in the Statement of Income and Retained Earnings using the effective interest method.

 
2.9

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.

 
2.10

BORROWING COSTS

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 12

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.11

PENSIONS

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.12

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 corporation 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.


 
2.13

INTANGIBLE ASSETS

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Computer software
-
3
years

On disposal of intangible assets, all carrying values are written down to Nil. 

Page 13

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.14

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, on the following basis.

Depreciation is provided on the following basis:

Plant and machinery
-
over 3 or 4 years
Land and buildings Leasehold
-
the lesser of 5 years or the term of the lease

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

On disposal of tangible assets, all carrying values are written down to Nil. 

 
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 first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

Stocks held for distribution at no or nominal consideration are measured at the lower of replacement costs and cost, adjusted where applicable for any loss of service potential.

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 the Statement of Income and Retained Earnings.

 
2.16

DEBTORS

Short-term debtors are measured at transaction price, less any impairment.

 
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. 

 
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.

Page 14

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.19

HOLIDAY PAY ACCRUAL

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets. 

The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received. 

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

 
2.20

PROVISIONS FOR LIABILITIES

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 15

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.21

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.

The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

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.

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
Page 16

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)


2.21
FINANCIAL INSTRUMENTS (continued)

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 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 17

 
EUROTECH LTD
 
 
 
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 apparent 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. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

In the opinion of the directors, the estimates and assumptions which have the most significant risk of causing a material adjustment to the carrying amount of assets and liabilities would be the assessment of the provision against obsolete stock. The company maintains a regular monthly review of stock in order to accurately assess the level of obsolescence to be provided against.
Page 18

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

4.


TURNOVER







2025
2024
£
£

Turnover analysed by geographical market:


United Kingdom
2,065,079
2,030,857

Rest of Europe
645,284
1,490,800

USA
770,142
568,374

Rest of the world
90,949
132,770

3,571,454
4,222,801


5.


OPERATING (LOSS)/PROFIT

The operating (loss)/profit is stated after charging:

2025
2024
£
£

Research & development charged as an expense
-
1,860

Exchange differences
(45,995)
(92,667)

Depreciation of owned tangible fixed assets
-
40,649

Amortisation of intangible fixed assets
-
13,094

Other operating lease rentals
54,731
54,218


6.


AUDITOR'S REMUNERATION

During the year, the Company obtained the following services from the Company's auditor and its associates:


2025
2024
£
£

Fees payable to the Company's auditor and its associates for the audit of the Company's financial statements
23,400
22,000

Page 19

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

7.


EMPLOYEES

Staff costs were as follows:


2025
2024
£
£

Wages and salaries
974,214
1,613,733

Social security costs
89,604
129,240

Cost of defined contribution scheme
161,623
67,964

1,225,441
1,810,937


The average monthly number of employees, including the director, during the year was as follows:


        2025
        2024
            No.
            No.







Average number of employees
12
19


8.


DIRECTORS' REMUNERATION




Directors' emoluments


The number of directors whom retirement benefits are accruing under defined contribution schemes amounts to Nil (2024 - Nil)

S Barazza, as well as being a director of Eurotech Ltd, is also CFO of the ultimate parent undertaking and fellow subsidiaries. S Barazza received total remuneration for the year of €113,081, GBP £98,588 (2024: €121,950, GBP £101,079), all of which was paid by the ultimate parent undertaking. The director does not believe that it is practicable to apportion this amount between his services as director of the company and his services as director of the ultimate parent and fellow subsidiary companies.


9.


INTEREST RECEIVABLE

2025
2024
£
£


Other interest receivable
3,112
4,408

Page 20

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

10.


INTEREST PAYABLE AND SIMILAR EXPENSES

2025
2024
£
£


Bank interest payable
13,834
16,284


11.


TAXATION


2025
2024
£
£



Total current tax
-
-

Deferred tax

Total deferred tax
-
-


Taxation on profit on ordinary activities
-
-

FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is lower than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


(Loss)/profit on ordinary activities before tax
(18,787)
131,516


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
(4,697)
32,879

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
11,443
-

Capital allowances for year in excess of depreciation
(894)
(11,551)

Unrelieved tax losses carried forward
2,373
-

Unrelieved tax losses brought forward utilised
-
(21,328)

Other differences leading to an increase (decrease) in the tax charge
(8,225)
-

Total tax charge for the year
-
-

Page 21

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
 
11.TAXATION (CONTINUED)


FACTORS THAT MAY AFFECT FUTURE TAX CHARGES

The company has tax losses of £2,908,346 (2024:  £2,898,856) to set against future taxable profits.
 


12.


INTANGIBLE ASSETS




Computer software

£



Cost


At 1 January 2025
62,120


Disposals
(58,831)



At 31 December 2025

3,289



Amortisation


At 1 January 2025
62,120


On disposals
(58,831)



At 31 December 2025

3,289



Net book value



At 31 December 2025
-



At 31 December 2024
-



Page 22

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

13.


TANGIBLE FIXED ASSETS


Long-term leasehold property
Office equipment
Total

£
£
£



COST


At 1 January 2025
154,551
121,491
276,042


Disposals
(154,551)
(121,491)
(276,042)



At 31 December 2025

-
-
-





At 1 January 2025
61,821
118,910
180,731


Charge for the year on owned assets
28,334
1,623
29,957


Disposals
(90,155)
(120,533)
(210,688)



At 31 December 2025

-
-
-



Net book value



At 31 December 2025
-
-
-



At 31 December 2024
92,730
2,581
95,311

Page 23

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

14.


STOCKS

2025
2024
£
£

Raw materials and consumables
105,004
158,683

Finished goods and goods for resale
7,695
5,864

112,699
164,547


Page 24

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

15.


DEBTORS

2025
2024
£
£



Trade debtors
221,974
1,067,814

Amounts owed by group undertakings
746,446
286,529

Other debtors
1,001
99

Prepayments and accrued income
9,440
18,701

978,861
1,373,143


Amounts owed by group undertakings arise from intercompany sales and cost recharges. These amounts are unsecured and interest free. Intercompany sales and cost recharges are receivable in accordance with the respective payment terms.


16.


CASH AND CASH EQUIVALENTS

2025
2024
£
£

Cash at bank and in hand
1,013,640
579,403



17.


CREDITORS: Amounts falling due within one year

2025
2024
£
£

Intercompany loan
222,783
239,444

Trade creditors
8,497
50,503

Amounts owed to group undertakings
1,689,021
1,771,774

Other taxation and social security
89,087
75,807

Other creditors
43,349
10,245

Accruals and deferred income
532,130
492,613

2,584,867
2,640,386


Amounts owed to group undertakings relate to intercompany sales and cost recharges. The Intercompany purchases and cost recharges are repayable in accordance with the respective credit terms. These amounts are unsecured and interest free.

Intercompany loan is an amount owed to Eurotech Inc, it is deemed payable on demand and interest is charged annually at a rate of 6.854%.

Page 25

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

18.


PROVISIONS


Provisions

£





At 1 January 2025
77,579


Charged to profit or loss
(32,898)



At 31 December 2025
44,681

During the year, the company released an amount that had been recognised within the dilapidations provision in regard to the obligation to return the leased property to the pre-occupied state. The amount was released following cessation of the lease agreement. The remaining provision is in relation to warranties and this represents the best estimate made by the Directors of the future costs to the Company in relation to the fulfilment of warranties issued of products sold. 

Page 26

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

19.


FINANCIAL INSTRUMENTS

2025
2024
£
£

Financial assets


Financial assets measured at fair value through profit or loss
1,013,642
579,403

Financial assets that are debt instruments measured at amortised cost
902,988
1,373,143

1,916,630
1,952,546


Financial liabilities


Financial liabilities measured at amortised cost
2,354,416
2,564,579


Financial assets measured at fair value through profit or loss comprise cash at bank and in hand.

Financial assets that are debt instruments measured at amortised cost comprise trade debtors, amounts owed by group undertakings and other debtors.

Financial liabilities measured at amortised cost comprise trade creditors, amounts owed to group undertakings, other creditors and accruals.  

Page 27

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

20.


SHARE CAPITAL

2025
2024
£
£
Allotted, called up and fully paid



33,333 (2024 - 33,333) Ordinary shares of £1.00 each
33,333
33,333



21.


RESERVES

Share premium account

The share premium comprises the excess value recognised from the issue of ordinary shares at par.

Other reserves

Other reserves is capital contribution reserve for contributions from equity investors. 

Profit and loss account

The profit and loss account comprises the Company's cumulative accounting profits and losses since inception.


22.


PENSION COMMITMENTS

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

The charge to the profit and loss in respect of defined contribution schemes was £166,282 (2024: £67,964). There were no amounts outstanding at the year end (2024: £Nil). 


23.


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
-
55,000

Later than 1 year and not later than 5 years
-
220,000

Later than 5 years
-
192,500

-
467,500

Page 28

 
EUROTECH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

24.FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES

The company has guaranteed duty payments to HM Revenue & Customs to a maximum of £100,000 (2024: £100,000).


25.


RELATED PARTY TRANSACTIONS

The company is a wholly owned subsidiary of Eurotech SpA, the Group financial statements of which are publicly available. Accordingly, the company has taken advantage of the exemption available from disclosing transactions with wholly owned members of the Group.


26.


CONTROLLING PARTY

The company is controlled by Eurotech SpA, the ultimate parent undertaking. Eurotech SpA, a company incorporated in Italy and registered in Italy, heads the only group in which the results of the company are consolidated. Copies of that company's Annual Report and the Group financial statements are available from Eurotech SpA, Via Fratelli Solari 3/a, 33020 Amaro (Udine), Italy.
 
Page 29