ACCOUNTS - Final Accounts preparation

Registered number: 15430610

Bionical Virtual Engagement Limited

Financial statements

For the Year Ended 31 December 2025


Bionical Virtual Engagement Limited Registered number:15430610

Balance Sheet

As at 31 December 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	4		4,810		10,471
			4,810		10,471
Current assets
Debtors: amounts falling due within one year	5	430,926		1,291,443
Cash at bank and in hand	6	37,428		224,539
		468,354		1,515,982
Creditors: amounts falling due within one year	7	(1,406,578)		(1,822,683)
Net current liabilities			(938,224)		(306,701)
Total assets less current liabilities			(933,414)		(296,230)

Net liabilities			(933,414)		(296,230)

Capital and reserves
Called up share capital	8	1	1
Profit and loss account		(933,415)	(296,231)
		(933,414)	(296,230)

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Bionical Virtual Engagement Limited Registered number:15430610

Balance Sheet (continued)

As at 31 December 2025

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 September 2026.

___________________________

A Borkowski

Director

The notes on pages 3 to 9 form part of these financial statements.

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Bionical Virtual Engagement Limited

Notes to the Financial Statements

For the Year Ended 31 December 2025

1.	General information

Bionical Virtual Engagement Limited is a private company limited by shares, incorporated in the United Kingdom and registered in England and Wales under the Companies Act. The registered number is 15430610 and address of the registered office is The Piazza, Mercia Marina, Findern Lane, Willington, Derbyshire, DE65 6DW.

The principal acitivity of the Company is the provision of virtual and remote engagement services, including healthcare practitioner-led communications, digital engagement solutions, and remote sales support to pharmaceutical and healthcare organisations.

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 requirements and the Companies Act 2006 and the requirements of the Statement of Recommended Practice 'Accounting by Limited Liabilities Partnerships'. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

2.2

Going concern

Subsequent to the year end, the directors resolved to cease the Company's trading activities and commenced an orderly wind-down of its operations. Accordingly, the directors have concluded that it is no longer appropriate to prepare the financial statements on a going concern basis. The financial statements have therefore been prepared on a basis other than going concern. In preparing the financial statements, the directors have reviewed the carrying value of all assets and liabilities and have recognised impairments, provisions and other adjustments where considered necessary to reflect their estimated net realisable or settlement values.

2.3

Foreign currency translation

Functional and presentation currency

The Company's functional currency is GBP. All amounts in the financial statements have been rounded to the nearest £1.

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.

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Bionical Virtual Engagement Limited

Notes to the Financial Statements

For the Year Ended 31 December 2025

2.Accounting policies (continued)

2.4

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:

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.

2.5

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.

2.6

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.

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Bionical Virtual Engagement Limited

Notes to the Financial Statements

For the Year Ended 31 December 2025

2.Accounting policies (continued)

2.7

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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.

2.8

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, using the straight-line method.

Depreciation is provided on the following basis:

Computer equipment

3-5 years

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.

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Bionical Virtual Engagement Limited

Notes to the Financial Statements

For the Year Ended 31 December 2025

2.Accounting policies (continued)

2.9

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.

2.10

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.

2.11

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.

Employees

The average monthly number of employees, including directors, during the year was 28 (2024 -52).

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Bionical Virtual Engagement Limited

Notes to the Financial Statements

For the Year Ended 31 December 2025

4.	Tangible fixed assets

		Computer equipment
		£
	Cost
	At 1 January 2025	17,471
	At 31 December 2025	17,471
	Depreciation
	At 1 January 2025	7,000
	Charge for the year on owned assets	5,661
	At 31 December 2025	12,661
	Net book value
	At 31 December 2025	4,810
	At 31 December 2024	10,471

Debtors

					2025	2024
					£	£


Trade debtors	183,660	867,913
Amounts owed by group undertakings	221,152	314,417
Amounts owed by joint ventures and associated undertakings	9,329	-
Prepayments and accrued income	15,036	107,724
Deferred taxation	1,749	1,389
	430,926	1,291,443

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

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Bionical Virtual Engagement Limited

Notes to the Financial Statements

For the Year Ended 31 December 2025

6.	Cash at bank and in hand
		2025	2024
		£	£

Cash at bank and in hand	37,428	224,539
	37,428	224,539

7.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Trade creditors	25,033	202,559
Amounts owed to group undertakings	1,012,639	977,510
Amounts owed to other connected parties	113,800	27,203
Other taxation and social security	154,893	395,985
Other creditors	11,570	20,247
Accruals and deferred income	88,643	199,179
	1,406,578	1,822,683

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

8.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

1 (2024 - 1) Ordinary share of £1.00	1	1

9.	Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £51,656 (2024: £106,965). Contributions totalling £7,981 (2024: £17,309) were payable to the fund at year-end and are included in creditors.

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Bionical Virtual Engagement Limited

Notes to the Financial Statements

For the Year Ended 31 December 2025

10.

Related party transactions

The Company has taken advantage of the exemption contained in Section 33 of FRS 102, "Related Party Disclosures", and has therefore not disclosed transactions or balances with wholly owned members of the Bionical Health Group.

Bionical Solutions Limited is an entity in which AD Leaver has a controlling interest. During the year, Bionical Virtual Engagement Limited made sales of £1,700 (2024: £171,662) to the related party, with a debtor balance of £9,329 (2024: £Nil) outstanding at the year end. Bionical Virtual Engagement Limited also made purchases of £707 (2024: £370,212) from the related party, with a creditor balance of £113,800 (2024: £Nil) outstanding at the year end.

11.	Controlling Party

At 31 December 2025, the immediate and ultimate parent undertaking is Bionical Health Group Limited, a company incorporated in the United Kingdom and registered in England and Wales. The parent undertaking of the smallest and largest group to consolidate their financial statements is Bionical Health Group Limited. Copies of the financial statements for Bionical Health Group Limited can be obtained from its registered office, The Piazza, Mercia Marina, Findern Lane, Willington, Derbyshire, DE65 6DW.

At 31 December 2025, the Directors considered the ultimate controlling party to be AD Leaver by virtue of owning more than 50% of the equity share capital.

12.	Auditor's information

The auditor's report on the financial statements for the year ended 31 December 2025 was unqualified.

In their report, the auditor emphasised the following matter without qualifying their report:

The auditor drew attention to note 2.2 in the financial statements, which explains that the directors intend to cease the Company's trading activities and commence an orderly wind-down of its operations and therefore did not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than going concern as described in Note 2.2. The auditor's opinion was not modified in respect of this matter.

The audit report was signed on 7 October 2026 by Julian Townsend FCA FCCA (Senior Statutory Auditor) on behalf of Dains Audit Limited.

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