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Registered number: 11491830









VSS LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

 
VSS LIMITED
 
 
COMPANY INFORMATION


Directors
R J Nelson 
A Offord 
D C Smith 




Registered number
11491830



Registered office
Lakeside Road
Colnbrook

Slough

Berkshire

SL3 0EL




Independent auditor
Adler Shine LLP
Chartered Accountants & Statutory Auditors

Aston House

Cornwall Avenue

London

United Kingdom

N3 1LF





 
VSS LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Statement of Comprehensive Income
 
9
Balance Sheet
 
10
Statement of Changes in Equity
 
11
Notes to the Financial Statements
 
12 - 28


 
VSS LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

Introduction
 
The company's directors present their Strategic Report for the year ending 31 December 2025.

Business review
 
VSS Limited is a specialist provider of high-end LED screen and video solutions for Film Production, Television and Concert Touring. The services include technical expertise, full project management services and round-the-clock support.

Principal risks and uncertainties
 
The principal risks and uncertainties facing the company are broadly grouped as currency, business, technology and legislative risk:
Foreign Currency Risk
The company seeks to mitigate foreign exchange risk by issuing contracts in its operating currency and using local suppliers where possible.
Business Risk
These risks relate to competition from the increasing volume of equipment available for hire and its adverse effect on price.
Technology Risk
The ongoing investment in latest equipment continues to mitigate the risk created by changing technology. 
Legislative Risk
The UK remains a favoured country for production which is supported by UK Government tax incentives and the country’s diverse and professional mix of companies providing services in this industry.

Financial key performance indicators
 
   2025   2024
    £000   £000  % Change
Turnover           14,830                     12,667               17.1
Gross Profit   5,962              5,637                 5.7
Working Capital  2,260   2,549                 (11.3)
Current ratio: 1.18 (2024:1.48)
The company’s performance is reflected in the above key performance indicators whilst we continue to fund the expansion.

Other key performance indicators
 
Utilisation of the company’s equipment is in line with management’s expectations. Going forward the company expects to continue expanding as demand for content from streaming services grows and more stages are being built.

Page 1

 
VSS LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025


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



R J Nelson
Director

Date: 9 October 2026

Page 2

 
VSS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their report and the financial statements for the year ended 31 December 2025.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

 In preparing these financial statements, the directors are required to:


∙select suitable accounting policies for the company's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the year, after taxation, amounted to £934,014 (2024 - £1,500,162).

Directors

The directors who served during the year were:

R J Nelson 
A Offord 
D C Smith 

Future developments

The company continues to monitor the needs and demands of the industry, especially in respect of technological advancements. The company continues to invest in new equipment to meet both the technological and market demands in a growing market.

Page 3

 
VSS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
∙so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Post balance sheet events

Post year end, a subsidiary to the group VSS Scotland Limited has been dissolved. The trade of VSS Scotland Limited has continued in VSS Limited, a fellow subsidiary of the group.

Auditors

The auditors, Adler Shine LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





R J Nelson
Director

Date: 9 October 2026

Page 4

 
VSS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VSS LIMITED
 

Opinion


We have audited the financial statements of VSS Limited (the 'company') for the year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


∙give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 5

 
VSS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VSS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the annual report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
∙the financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
VSS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VSS LIMITED (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. 
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we have:
• considered the nature of the industry and sectors, control environment and business performance;
• made enquiries of management about their own identification and assessment of the risk of irregularities; 
• performed audit work over the risk of management override of controls, including testing of journal entries    and other adjustments for appropriateness and reviewing accounting estimates for bias;
• reviewed minutes of meetings;
• undertaken appropriate sample based testing of bank transactions;
• identified and evaluated compliance with relevant laws and regulations and made enquiries of any    instances of non-compliance;
• discussed matters among the audit engagement team regarding how and where fraud might occur in the   financial statements and potential indicators of fraud.
 


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Page 7

 
VSS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VSS LIMITED (CONTINUED)


Use of our report
 

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Alexander Chrysaphiades FCA (Senior Statutory Auditor)
for and on behalf of
Adler Shine LLP
Chartered Accountants
Statutory Auditors
Aston House
Cornwall Avenue
London
United Kingdom
N3 1LF

12 October 2026
Page 8

 
VSS LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
2024
Note
£
£

  

Turnover
 4 
14,830,374
12,667,823

Cost of sales
  
(8,868,482)
(7,031,127)

Gross profit
  
5,961,892
5,636,696

Administrative expenses
  
(4,676,086)
(3,882,126)

Operating profit
 5 
1,285,806
1,754,570

Dividends received from investments
  
152,121
-

Interest receivable and similar income
 9 
184
15,314

Interest payable and similar expenses
 10 
(53,636)
(15,402)

Profit before tax
  
1,384,475
1,754,482

Tax on profit
 11 
(450,461)
(254,320)

Profit for the financial year
  
934,014
1,500,162

There were no recognised gains and losses for 2025 or 2024 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2025 (2024:£NIL).

The notes on pages 12 to 28 form part of these financial statements.

Page 9

 
VSS LIMITED
REGISTERED NUMBER: 11491830

BALANCE SHEET
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Tangible assets
 12 
11,073,833
9,819,953

Investments
 13 
100
100

  
11,073,933
9,820,053

Current assets
  

Debtors: amounts falling due after more than one year
 14 
24,000
24,000

Debtors: amounts falling due within one year
 14 
14,250,796
7,150,433

Cash at bank and in hand
 15 
171,017
653,263

  
14,445,813
7,827,696

Creditors: amounts falling due within one year
 16 
(12,186,146)
(5,278,730)

Net current assets
  
 
 
2,259,667
 
 
2,548,966

Total assets less current liabilities
  
13,333,600
12,369,019

Provisions for liabilities
  

Deferred tax
 18 
(291,219)
(260,652)

Net assets
  
13,042,381
12,108,367


Capital and reserves
  

Called up share capital 
 19 
1,159
1,159

Profit and loss account
 20 
13,041,222
12,107,208

  
13,042,381
12,108,367


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




R J Nelson
Director

Date: 9 October 2026

The notes on pages 12 to 28 form part of these financial statements.

Page 10

 
VSS LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2024
1,159
10,607,046
10,608,205



Profit for the year
-
1,500,162
1,500,162



At 1 January 2025
1,159
12,107,208
12,108,367



Profit for the year
-
934,014
934,014


At 31 December 2025
1,159
13,041,222
13,042,381


The notes on pages 12 to 28 form part of these financial statements.

Page 11

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


General information

VSS Limited is a private company limited by shares and registered in England and Wales. Its registered office and principal place of business is Lakeside Road, Colnbrook, Slough, Berkshire, SL3 0EL.
 

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 financial statements are presented in Sterling (£), rounded to the nearest £1.
                                     
In March 2024, the Financial Reporting Council (FRC) issued amendments to FRS 102 following its Periodic Review. These amendments are effective for accounting periods beginning on or after 1 January 2026, with early adoption permitted. The most significant changes affecting the company are:
• FRS 102 – Section 20 (Leases): The model aligns with IFRS 16 by removing the distinction between operating and finance leases for lessees. The revised lease accounting requirements are expected to result in the recognition of right-of-use assets and corresponding lease liabilities in respect of most leases currently classified as operating leases.
• FRS 102 – Section 23 (Revenue): The model aligns with IFRS 15 by introducing a five-step revenue recognition model based on the transfer of control of goods and/or services. 
The company has not early adopted these amendments and the Directors are currently assessing the impact of these amendments on the company's financial statements.

The following principal accounting policies have been applied:

Page 12

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of MBS Equipment, U.K. Limited as at 31 December 2025 and these financial statements may be obtained from Companies House.

 
2.3

Exemption from preparing consolidated financial statements

The company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

 
2.4

Going concern

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

 
2.5

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.

Page 13

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.6

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.

 
2.7

Operating leases: the company as lessor

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

Amounts paid and payable as an incentive to sign an operating lease are recognised as a reduction to income over the lease term on a straight-line basis, unless another systematic basis is representative of the time pattern over which the lessor's benefit from the leased asset is diminished.

 
2.8

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.9

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.10

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.

Page 14

 
VSS LIMITED
 
 
 
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

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.


 
2.13

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Page 15

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.13
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, as set out below.

Depreciation is provided on the following basis:

Plant and machinery
-
20% reducing balance
Motor vehicles
-
4 years straight line
Computer equipment
-
33% reducing balance

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.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.15

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.

 
2.16

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.

 
2.17

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.18

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 16

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.19

Financial instruments

The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's Balance Sheet when the company becomes party to the contractual provisions of the instrument.

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 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.
Page 17

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.19
Financial instruments (continued)


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

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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

  
2.20

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Page 18

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the company's accounting policies, the directors are required to make judgments, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources.
The estimates and associated assumptions are based on historical experiences and other factors that are considered 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.
The key assumptions and other key sources of uncertainty that have a significant effect on the amount recognised in the financial statements are described below:
Recoverability of debtors
Judgments have been made on the recoverability of trade debtors and the valuation of provisions and the Directors are satisfied that the debts are recoverable.
Tangible fixed assets
Judgments have been made in relation to the lives of tangible assets. The directors have concluded that the asset values and residual values are appropriate.
Revenue recognition
Income is recognised over the period of production agreements. Production agreements include varying components, such as duration of productions and equipment requirements. Judgments have been made in respect of revenue recognition and cut-off at the balance sheet date.
The directors have reviewed the revenue policy and are satisfied that income has been recognised appropriately.


4.


Turnover

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


2025
2024
£
£

Screen rental
14,830,374
12,667,823


2025
2024
£
£

United Kingdom
14,830,374
12,667,823


All turnover arose within the United Kingdom.

Page 19

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

5.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Depreciation
3,028,604
2,317,463

Exchange differences
(128,263)
32,408

Other operating lease rentals
209,400
161,501

Auditors Remuneration
28,094
12,525


6.


Auditors' remuneration

During the year, the company obtained the following services from the company's auditors:


2025
2024
£
£

Fees payable to the company's auditors for the audit of the company's financial statements
30,250
29,000


7.


Employees

Staff costs, including directors' remuneration, were as follows:


2025
2024
£
£

Wages and salaries
2,165,707
1,563,012

Social security costs
298,103
212,995

Cost of defined contribution scheme
133,272
100,364

2,597,082
1,876,371


Staff costs disclosed above are stated net of labour costs capitalised during the year of £155,749 
(2024: £249,848).

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


        2025
        2024
            No.
            No.







Directors
3
3



Staff
28
21

31
24

Page 20

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

8.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
218,484
201,880

Company contributions to defined contribution pension schemes
13,350
12,360

231,834
214,240


During the year retirement benefits were accruing to 1 director (2024 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £218,484 (2024 - £201,880).

The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £13,350 (2024 - £12,360).


9.


Interest receivable

2025
2024
£
£


Other interest receivable
184
15,314


10.


Interest payable and similar expenses

2025
2024
£
£


Finance leases and hire purchase contracts
2,919
15,402

Other interest payable
50,717
-

53,636
15,402

Page 21

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

11.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
298,534
415,598

Adjustments in respect of previous periods
121,360
(251,796)


Total current tax
419,894
163,802

Deferred tax


Origination and reversal of timing differences
30,567
90,518

Total deferred tax
30,567
90,518


Tax on profit
450,461
254,320

Factors affecting tax charge for the year

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

2025
2024
£
£


Profit on ordinary activities before tax
1,384,475
1,754,482


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
346,119
438,621

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
9,858
17,741

Capital allowances for year in excess of depreciation
(36,848)
89,451

Adjustments to tax charge in respect of prior periods
121,360
(251,796)

Short-term timing difference leading to an increase (decrease) in taxation
30,567
90,518

Other timing differences leading to an increase (decrease) in taxation
-
(130,215)

Other differences leading to an increase (decrease) in the tax charge
(20,595)
-

Total tax charge for the year
450,461
254,320

Page 22

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

12.


Tangible fixed assets





Plant and machinery
Motor vehicles
Office equipment
Total

£
£
£
£



Cost or valuation


At 1 January 2025
21,755,820
88,400
78,255
21,922,475


Additions
4,305,416
-
17,030
4,322,446


Disposals
-
(88,400)
-
(88,400)



At 31 December 2025

26,061,236
-
95,285
26,156,521



Depreciation


At 1 January 2025
12,016,992
43,791
41,739
12,102,522


Charge for the year on owned assets
3,005,545
4,647
18,412
3,028,604


Disposals
-
(48,438)
-
(48,438)



At 31 December 2025

15,022,537
-
60,151
15,082,688



Net book value



At 31 December 2025
11,038,699
-
35,134
11,073,833



At 31 December 2024
9,738,828
44,609
36,516
9,819,953

Page 23

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

13.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2025
100



At 31 December 2025
100






Net book value



At 31 December 2025
100



At 31 December 2024
100


Subsidiary undertaking


The following was a subsidiary undertaking of the company:

Name

Registered office

Class of shares

Holding

VSS Scotland Limited
Scotland
Ordinary
100%

Since the year end, VSS Scotland Limited has been dissolved. VSS Scotland Limited's trade has been transferred to VSS Limited.

Page 24

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025


14.


Debtors

2025
2024
£
£

Due after more than one year

Other debtors
24,000
24,000


2025
2024
£
£

Due within one year

Trade debtors
2,177,292
985,146

Amounts owed by group undertakings
11,824,720
5,755,915

Other debtors
1,513
-

Prepayments and accrued income
247,271
409,372

14,250,796
7,150,433



15.


Cash and cash equivalents

2025
2024
£
£

Cash at bank and in hand
171,017
653,263



16.


Creditors: Amounts falling due within one year

2025
2024
£
£

Trade creditors
896,866
1,247,474

Amounts owed to group undertakings
7,346,255
3,357,470

Corporation tax
866,031
415,598

Other taxation and social security
205,598
13,042

Obligations under finance lease and hire purchase contracts
-
2,853

Other creditors
2,625,930
-

Accruals and deferred income
245,466
242,293

12,186,146
5,278,730


Page 25

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

17.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

2025
2024
£
£


Within one year
-
2,853

-
2,853


18.


Deferred taxation




2025
2024


£

£






At beginning of year
(260,652)
(170,134)


Charged to profit or loss
(30,567)
(90,518)



At end of year
(291,219)
(260,652)

The provision for deferred taxation is made up as follows:

2025
2024
£
£


Accelerated capital allowances
(291,219)
(260,652)

(291,219)
(260,652)

Page 26

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

19.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



4,060 (2024 - 4,060) Ordinary A shares of £0.10 each
406
406
6,370 (2024 - 6,370) Ordinary B shares of £0.10 each
637
637
290 (2024 - 290) Ordinary C shares of £0.10 each
29
29
870 (2024 - 870) Ordinary D shares of £0.10 each
87
87

1,159

1,159



20.


Reserves

Profit and loss account

The Profit and loss account is represented by retained earnings. Changes in reserves are set out in the statement of changes in equity.


21.


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 £133,272 (2024 - £100,364). No contributions were payable as at balance sheet date.


22.


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
176,150
139,479

Later than 1 year and not later than 5 years
616,625
470,000

Later than 5 years
14,688
254,583

807,463
864,062

Page 27

 
VSS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

23.


Related party transactions

The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.
During the year, a group member who was not wholly owned was owed £393,571 (2024: £376,428) by the company. Net transactions in the year to the group member amounted to £17,143 net expense (2024:£368,913 net expense).


24.


Post balance sheet events

Since year end, VSS Scotland Limited,a subsidiary, has been dissolved. The trade of VSS Scotland Limited has been transferred to a fellow subsidiary of the group, VSS Limited.


25.


Controlling party

The immediate parent undertaking is MBS Equipment UK Limited, a company registered in England and Wales.
As at the balance sheet date the ultimate parent company was MBS Services Capital, L.L.C., a company incorporated in Delaware, USA.
On 13 August 2026, the ownership and governance structure of the MBS Group was restructured as part of a debt-for-equity swap and recapitalisation. As a result, ownership and control of the Group transferred to a consortium of lenders primarily managed by HPS Investment Partners, L.L.C.
Following this restructuring, the directors consider HPS Investment Partners, L.L.C. to be the controlling party.
The ultimate parent company is MBS Holdings TopCo, L.L.C., a company incorporated in Delaware, USA.

 
Page 28