ACCOUNTS - Final Accounts

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

Registered number: 07517352

KINO-MO LTD

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

KINO-MO LTD

COMPANY INFORMATION

Directors	Artsiom Stavenka
	Kiryl Chykeyuk
	Olga Kiseleva
	Harold Primat
	Ala Dziamidava


Registered number	07517352


Registered office	Office A, The Makers Building
	Nile Street
	London
	N1 7RD


Independent auditors	Sumer Auditco Limited
	14th Floor
	33 Cavendish Square
	London
	W1G 0PW

KINO-MO LTD

CONTENTS

	Page
Group strategic report	1
Directors' report	2 - 3
Independent auditors' report	4 - 7
Consolidated statement of comprehensive income	8
Consolidated balance sheet	9
Company balance sheet	10 - 11
Consolidated statement of changes in equity	12
Company statement of changes in equity	13
Consolidated statement of cash flows	14 - 15
Consolidated analysis of net debt	16
Notes to the financial statements	17 - 34

KINO-MO LTD

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Principal activity

The principal activity of the group is providing tailored advertising solutions with unique technology for outdoor advertising.

Business review

In 2024, the company faced a number of challenges that had a negative impact on both its revenue and overall financial results. The management is taking decisive steps to improve efficiency, optimise costs, and implement new product initiatives. These measures are aimed at strengthening the company’s position and building a foundation for sustainable growth in the coming periods..
Key Performance Indicators
The directors regard turnover, gross and operating profit as being the main KPI's for the business. Turnover of £7m, which is 31% lower than previous year (2023: £10.1m); with gross profit of £5.8m, which is 29% lower than previous year (2023: £8.1m), and increased gross profit margin of 83% (2023: 80%).

Principal risks and uncertainties

There are a number of potential risks and uncertainties which could have a material impact on company's long term performance. These risks are monitored by the Board on regular basis. The Board and management team consider the risk implications of all significant business decisions and risks are re-assessed on a regular basis to ensure that any changes in the company's operations, or the external environment, are identified and appropriately managed. The key risks affecting the business are as follows:
Operating risk - The company's reputation and continued success depends on its ability to provide services to customers safely, efficiently and cost effectively.
Market risk - The market in which the company operates is specialised and the company maintains its competitive advantage by providing high level of customer service. The company keeps abreast of developments in the market by maintaining good relationship with existing and potential customers.
Personnel risk - The company places great emphasis on recruiting, training and retaining high quality competent staff.
Financial risk - The company carries out financial monitoring, forecasting and planning are continuous process, with particular emphasis on balancing the maintenance of the gross profits margin with the delivery of a high quality service to customers.

This report was approved by the board on 9 December 2025 and signed on its behalf.

Kiryl Chykeyuk

Director

Page 1

KINO-MO LTD

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report and the financial statements for the year ended 31 December 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 the Group and of the profit or loss of the Group for that period.

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

∙select suitable accounting policies for the Group'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 Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £1,845,090 (2023 - profit £374,857).

Directors

The directors who served during the year were:

Artsiom Stavenka

Kiryl Chykeyuk

Olga Kiseleva

Harold Primat

Ala Dziamidava

Future developments

The sanctions against Belarus introduced in 2022 mainly concern the public sector and state-owned companies. The Belarusian subsidiary does not interact with government customers or suppliers. In addition, due to the fact that the Belarusian subsidiary has no customers (except for the parent company), there are no risks of losing customers or staff due to lack of sales. It is possible that in case of tougher sanctions, the company will not be able to sell its products on the Belarusian and Russian markets, but their share in the sales structure by the end of 2024 is about 0%. Thus, the impact of sanctions should not seriously affect the activities of the group of companies.

Page 2

KINO-MO LTD

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

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 and the Group'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 and the Group's auditors are aware of that information.

Post balance sheet events

Subsequent to the year end, on 14 October 2025, the Company completed the conversion of all loan notes into equity. This transaction resulted in the allotment of new ordinary shares, as confirmed by the Statement of Capital filed with Companies House. The conversion strengthens the Company’s capital structure and reduces its outstanding debt obligations. The impact of this event has not been reflected in the financial statements for the year ended 31 December 2024, but will be accounted for in the subsequent reporting period.

Auditors

The auditors, Sumer Auditco Limited, who will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 9 December 2025 and signed on its behalf.

Kiryl Chykeyuk

Director

Page 3

KINO-MO LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KINO-MO LTD

Opinion

We have audited the financial statements of Kino-mo Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company 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 Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group 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 Group's or the parent 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 4

KINO-MO LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KINO-MO LTD (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 Group 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 Group 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

∙the parent Company 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 2, 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 Group's and the parent 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.

Page 5

KINO-MO LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KINO-MO LTD (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 Group 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:

In order to identify and assess the risks of material management and those charges with governance of their assessment of the risks of fraud and irregularities;

∙the results of our enquiries of management and those charged with governance of their assessment of the risks of fraud and irregularities;

∙the nature of the company including its management structure and control systems (including the opportunity for management to override such controls); and

∙the industry and environment in which it operates.

We also considered UK tax and pension legislation and laws and regulations relating to employment and the preparation and presentation of the financial statements such as the Companies Act 2006.
Based on this understanding we identified the following matters as being of significance to the entity:

∙laws and regulations considered to have a direct effect on the financial statements including UK financial reporting standards, Company Law, tax and pension legislation and distributable profits legislation;

∙the timing of the recognition of commercial income;

∙management bias in selecting accounting policies and determining estimates;

∙inappropriate journal entries; and

∙recoverability of debtors.

We communicated the outcomes of these discussions and enquiries, as well as consideration as to where and how fraud may occur in the entity, to all engagement team members.
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised:

∙enquiries of management and those charged with governance as to whether the entity complies with such laws and regualtions;

∙enquiries with the same concerning any actual or potential litigation or claims;

∙discussion with the same regarding any known or suspected instances of non-compliance with laws and regulation and fraud;

∙obtaining an understanding of the relevant controls and testing their operation during the period;

∙obtaining an understanding of the policies and controls over the recognition of income and testing their mplementation during the year;

∙challenging assumptions made by management in their specific accounting policies and identifying and testing journal entries, in particular any journal entries posted with unusual account combinations or crediting revenue or cash;

∙assessing the recovery of debtors in the period since the balance sheet date and challenging assumptions

Page 6

KINO-MO LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KINO-MO LTD (CONTINUED)

made by management regarding the recovery of balances which remain outstanding;

∙reviewing the financial statements for compliance with the relevant disclosure requirements;

∙performing analytical procedures to identify any unusual or unexpected relationships or unexpected movements in account balances which may be indicative of fraud; and

∙evaluating the underlying business reasons for any unusual transactions.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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.

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.

Atulya Mehta FCCA (Senior statutory auditor)

for and on behalf of

Sumer Auditco Limited

Statutory Auditors

14th Floor

33 Cavendish Square

London

W1G 0PW

9 December 2025

Page 7

KINO-MO LTD

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

	2024	2023
Note	£	£


Turnover	4	6,955,490	10,081,700
Cost of sales		(1,177,332)	(1,950,892)
Gross profit		5,778,158	8,130,808
Distribution costs		(1,666,476)	(1,557,115)
Administrative expenses		(5,807,682)	(6,147,624)
Operating (loss)/profit	5	(1,696,000)	426,069
Interest receivable and similar income	9	5,505	14
Interest payable and similar expenses	10	(535,089)	(729,905)
Loss before tax		(2,225,584)	(303,822)
Tax on loss	11	380,494	678,679
(Loss)/profit for the financial year		(1,845,090)	374,857

Other comprehensive income for the year
Exchange (losses)/gains arising on translation on foreign operations	30,183	(328,504)
Other comprehensive income for the year	30,183	(328,504)
Total comprehensive income for the year	(1,814,907)	46,353

Loss/(profit) for the year attributable to:
Owners of the parent company	1,845,090	(374,857)
	1,845,090	(374,857)

The notes on pages 17 to 34 form part of these financial statements.

Page 8

KINO-MO LTD

REGISTERED NUMBER: 07517352

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Intangible assets	12		-		82
Tangible assets	13		121,701		148,249
			121,701		148,331
Current assets
Stocks	15	4,672,722		4,482,102
Debtors: amounts falling due within one year	16	903,292		1,397,561
Cash at bank and in hand	17	1,549,843		1,303,277
		7,125,857		7,182,940
Creditors: amounts falling due within one year	18	(4,668,616)		(3,702,269)
Net current assets			2,457,241		3,480,671
Total assets less current liabilities			2,578,942		3,629,002
Creditors: amounts falling due after more than one year	19		(10,593,366)		(9,821,584)
Provisions for liabilities
Other provisions	21	(18,753)		(25,688)
			(18,753)		(25,688)
Net liabilities			(8,033,177)		(6,218,270)

Capital and reserves
Called up share capital	22	13	13
Share premium account	23	1,226,229	1,226,229
Other reserves	23	(247,630)	(277,813)
Profit and loss account	23	(9,011,789)	(7,166,699)
		(8,033,177)	(6,218,270)

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 9 December 2025.

Kiryl Chykeyuk

Director

Page 9

KINO-MO LTD

REGISTERED NUMBER: 07517352

COMPANY BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Tangible assets	13		37,949		66,397
Investments	14		2,246		2,246
			40,195		68,643
Current assets
Stocks	15	4,670,005		4,480,301
Debtors: amounts falling due within one year	16	866,350		1,374,115
Cash at bank and in hand	17	1,521,188		1,210,008
		7,057,543		7,064,424
Creditors: amounts falling due within one year	18	(5,833,388)		(4,776,582)
Net current assets			1,224,155		2,287,842
Total assets less current liabilities			1,264,350		2,356,485

Creditors: amounts falling due after more than one year	19		(10,593,366)		(9,821,584)
Provisions for liabilities
Other provisions	21	(18,753)		(25,688)
			(18,753)		(25,688)
Net liabilities			(9,347,769)		(7,490,787)

Capital and reserves
Called up share capital	22	13	13
Share premium account	23	1,226,229	1,226,229
Profit and loss account	23	(10,574,011)	(8,717,029)
		(9,347,769)	(7,490,787)

Page 10

KINO-MO LTD

REGISTERED NUMBER: 07517352

COMPANY BALANCE SHEET (CONTINUED)

AS AT 31 DECEMBER 2024

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The loss of the parent Company for the year was £1,856,982 (2023 - profit of £6,394).
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 9 December 2025.

Kiryl Chykeyuk

Director

The notes on pages 17 to 34 form part of these financial statements.

Page 11


		KINO-MO LTD

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Share premium account	Foreign exchange reserve	Profit and loss account	Equity attributable to owners of parent Company	Total equity
	£	£	£	£	£	£
At 1 January 2023	13	1,226,229	50,691	(7,541,556)	(6,264,623)	(6,264,623)

Profit for the year	-	-	-	374,857	374,857	374,857
Other comprehensive income	-	-	(328,504)	-	(328,504)	(328,504)

At 1 January 2024	13	1,226,229	(277,813)	(7,166,699)	(6,218,270)	(6,218,270)

Loss for the year	-	-	-	(1,845,090)	(1,845,090)	(1,845,090)
Other comprehensive income	-	-	30,183	-	30,183	30,183
At 31 December 2024	13	1,226,229	(247,630)	(9,011,789)	(8,033,177)	(8,033,177)

The notes on pages 17 to 34 form part of these financial statements.

Page 12


		KINO-MO LTD

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Share premium account	Profit and loss account	Total equity
	£	£	£	£
At 1 January 2023	13	1,226,229	(8,723,423)	(7,497,181)

Profit for the year	-	-	6,394	6,394

At 1 January 2024	13	1,226,229	(8,717,029)	(7,490,787)

Loss for the year	-	-	(1,856,982)	(1,856,982)
At 31 December 2024	13	1,226,229	(10,574,011)	(9,347,769)

The notes on pages 17 to 34 form part of these financial statements.

Page 13

KINO-MO LTD

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

			2024	2023
			£	£

Cash flows from operating activities
Loss for the financial year	(1,845,090)	374,857
Adjustments for:
Amortisation of intangible assets	220	345
Depreciation of tangible assets	41,182	57,593
Interest paid	535,089	729,905
Interest received	(5,505)	(14)
Taxation charge	(380,494)	(678,679)
(Increase) in stocks	(190,620)	(283,593)
Decrease in debtors	195,067	264,708
(Decrease)/increase in creditors	(485,830)	109,292
(Decrease)/increase in provisions	(6,935)	6,571
Corporation tax received	712,728	755,528
Foreign currency translation gain loss	40,054	(461,384)
Decrease/increase in deferred income	(317,658)	107,829
Bad Debts	549	41,469
Corporation tax paid	(17,212)	(35,463)
Net cash generated from operating activities	(1,724,455)	988,964

Cash flows from investing activities
Purchase of tangible fixed assets	(17,759)	(19,776)
Sale of tangible fixed assets	5,149	5,598
Interest received	4,218	14
Net cash from investing activities	(8,392)	(14,164)
Cash flows from financing activities
Other new loans	2,000,000	-
Interest paid	(61,389)	-
Net cash used in financing activities	1,938,611	-
Net increase in cash and cash equivalents	205,764	974,800
Cash and cash equivalents at beginning of year	1,280,741	305,941
Cash and cash equivalents at the end of year	1,486,505	1,280,741

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	1,549,843	1,303,277

Page 14

KINO-MO LTD

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

		2024	2023
		£	£

Bank overdrafts	(63,338)	(22,536)
	1,486,505	1,280,741

The notes on pages 17 to 34 form part of these financial statements.

Page 15

KINO-MO LTD

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE YEAR ENDED 31 DECEMBER 2024


At 1 January 2024	Cash flows	Other non-cash changes	At 31 December 2024
£	£	£	£

Cash at bank and in hand	1,303,277	246,566	-	1,549,843
Bank overdrafts	(22,536)	(40,802)	-	(63,338)
Debt due after 1 year	(9,821,584)	(2,000,000)	1,228,218	(10,593,366)
Debt due within 1 year	(256,966)	-	(1,732,130)	(1,989,096)
	(8,797,809)	(1,794,236)	(503,912)	(11,095,957)

The notes on pages 17 to 34 form part of these financial statements.

Page 16

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

The company is a private company limited by share capital, incorporated in United Kingdom. The address of its registered office is Office A, The Makers Building, Nile Street, London, England, N1 7RD.

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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

2.3

Going concern

Despite the Company’s net liability position as at 31 December 2024, the financial statements have been prepared on a going concern basis. The Directors have assessed the Company’s financial position and future prospects and are satisfied that the going concern assumption remains appropriate.
Subsequent to the year end, on 14 October 2025, the Company completed the conversion of all loan notes into equity. This transaction resulted in the allotment of new ordinary shares, as confirmed by the Statement of Capital filed with Companies House. The conversion strengthens the Company’s capital structure and significantly reduces its outstanding debt obligations.
Although the impact of this event has not been reflected in the financial statements for the year ended 31 December 2024, it will be accounted for in the subsequent reporting period. The Directors believe that this post-balance sheet event materially improves the Company’s financial position and supports the conclusion that the Company has adequate resources to continue in operational existence for the foreseeable future.

Page 17

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

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 Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

Page 18

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

∙the Group has transferred the significant risks and rewards of ownership to the buyer;

∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of revenue can be measured reliably;

∙it is probable that the Group will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Software and services:
Perpetual SaaS services - Revenue is recognized from the moment client is granted an access to services.
Revenue is deferred based on the expected cost of the services under the agreement, together with a reasonable profit on those services.

2.6

Interest income

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

2.7

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.

2.8

Borrowing costs

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

2.9

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.

Page 19

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.10

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 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 and the Group operate and generate income.

R&D tax credits are only recognised when processed by tax authorities.

2.11

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.

2.12

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:

Fixtures and fittings

25%

Straight line

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.

2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 20

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.14

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.

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 profit or loss.

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.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

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.

2.19

Financial instruments

The Group 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 Group's Balance sheet when the Group 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.

Page 21

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.19

Financial instruments (continued)

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 Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

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.

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 Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies 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

Page 22

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.19

Financial instruments (continued)

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 instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group 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 Group 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 Group's contractual obligations expire or are discharged or cancelled.

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements are continually evaluated and are based on historic experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The directors believe the key estimates and judgements for the preparation of the accounts are as follows:
Revenue Recognition
Software services revenue is deferred based on the expected cost of the services under the agreement, together with a reasonable profit on those services. The expected cost of providing the services are based on estimates based on the historical costs.

Page 23

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

	Sale of goods and provision of services	6,955,490	10,081,700

					2024	2023
					£	£

Turnover by country of destination
United Kingdom	1,036,808	572,677
United States of America	2,751,560	5,596,753
Rest of Europe	1,567,316	2,176,729
Rest of world	1,599,806	1,735,541
	6,955,490	10,081,700

Exchange differences

150,497

(381,955)

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements

25,500

26,905

Page 24

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

7.	Employees
	Staff costs, including directors' remuneration, were as follows:

Group	Group	Company	Company
2024	2023	2024	2023
£	£	£	£


Wages and salaries	4,549,735	5,014,918	1,687,591	1,649,908
Cost of defined contribution scheme	6,555	7,634	6,555	7,634
	4,556,290	5,022,552	1,694,146	1,657,542

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

	Group	Group	Company	Company
	2024	2023	2024	2023
	No.	No.	No.	No.

Employees	105	109	6	6

8.	Directors' remuneration
		2024	2023
		£	£

	Directors' emoluments	145,851	315,752

9.	Interest receivable
		2024	2023
		£	£

Other interest receivable

5,505

10.	Interest payable and similar expenses
		2024	2023
		£	£

Other loan interest payable

535,089

729,905

Page 25

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Corporation tax
Adjustments in respect of previous periods	(412,239)	(714,142)
Foreign tax
Foreign tax on income for the year	31,745	35,463
Total current tax	(380,494)	(678,679)

Deferred tax


	Taxation on loss on ordinary activities	(380,494)	(678,679)

Loss on ordinary activities before tax

(2,225,584)

(303,822)

Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)	(556,396)	(57,726)
Effects of:
Capital allowances for year in excess of depreciation	5,822	4,298
Higher rate taxes on overseas earnings	17,609	-
Other timing differences leading to an increase (decrease) in taxation	36,574	-
Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge	(412,239)	(714,142)
Unrelieved tax losses carried forward	560,196	130,175
Other differences leading to an increase (decrease) in the tax charge	(315)	(5,820)
Tax increase arising from overseas tax suffered/expensed	(31,745)	(35,464)
Total tax charge for the year	(380,494)	(678,679)

Factors that may affect future tax charges

The company has tax losses carried forward of £7,309,966 (2023: £5,069,181).

Page 26

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

12.	Intangible assets
	Group and Company

	Development expenditure	Computer software	Total
	£	£	£
Cost
At 1 January 2024	31,024	96,089	127,113
Foreign exchange movement	-	2	2
At 31 December 2024	31,024	96,091	127,115
Amortisation
At 1 January 2024	31,024	96,007	127,031
Charge for the year on owned assets	-	84	84
At 31 December 2024	31,024	96,091	127,115
Net book value
At 31 December 2024	-	-	-
At 31 December 2023	-	82	82

Page 27

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

13.	Tangible fixed assets
	Group

		Fixtures and fittings
		£
	Cost or valuation
	At 1 January 2024	688,406
	Additions	17,759
	Disposals	(12,951)
	Exchange adjustments	2,198
	At 31 December 2024	695,412
	Depreciation
	At 1 January 2024	540,157
	Charge for the year on owned assets	41,356
	Disposals	(7,802)
	At 31 December 2024	573,711
	Net book value
	At 31 December 2024	121,701
	At 31 December 2023	148,249

Page 28

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

13.Tangible fixed assets (continued)

	Company

		Fixtures and fittings
		£
	Cost or valuation
	At 1 January 2024	178,769
	Additions	8,890
	Disposals	(12,951)
	At 31 December 2024	174,708
	Depreciation
	At 1 January 2024	112,372
	Charge for the year on owned assets	32,189
	Disposals	(7,802)
	At 31 December 2024	136,759
	Net book value
	At 31 December 2024	37,949
	At 31 December 2023	66,397

Page 29

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

14.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2024	2,246
	At 31 December 2024	2,246

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

	Kino-Mo Technologies LLC	Belarus	Ordinary	100%
	UAB 'Kino-mo servisas'	Lithuania	Ordinary	100%

15.	Stocks
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

	Other inventories	4,672,722	4,482,102	4,670,005	4,480,301

Page 30

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

16.

Debtors

Group	Group	Company	Company
2024	2023	2024	2023
£	£	£	£


Trade debtors	269,502	481,304	269,502	481,304
Other debtors	36,932	15,671	25,640	6,053
Prepayments and accrued income	183,332	187,858	157,682	174,030
Tax recoverable	413,526	712,728	413,526	712,728
	903,292	1,397,561	866,350	1,374,115

17.	Cash and cash equivalents
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Cash at bank and in hand	1,549,843	1,303,277	1,521,188	1,210,008
Less: bank overdrafts	(63,338)	(22,536)	(63,338)	(22,536)
	1,486,505	1,280,741	1,457,850	1,187,472

18.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Bank overdrafts	63,338	22,536	63,338	22,536
Other loans	1,989,096	256,966	1,989,096	256,966
Trade creditors	137,512	598,851	131,023	592,528
Amounts owed to group undertakings	-	-	1,596,116	1,503,932
Corporation tax	14,104	17,212	-	-
Other taxation and social security	4,416	30,378	4,416	30,378
Other creditors	52,175	39,034	52,175	37,922
Accruals and deferred income	2,407,975	2,737,292	1,997,224	2,332,320
	4,668,616	3,702,269	5,833,388	4,776,582

Page 31

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

19.	Creditors: Amounts falling due after more than one year
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

	Other loans	10,593,366	9,821,584	10,593,366	9,821,584

20.	Loans
	Analysis of the maturity of loans is given below:
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Amounts falling due within one year
Other loans	1,989,096	256,966	1,989,096	256,966
Amounts falling due 1-2 years
Other loans	8,767,450	9,821,584	8,767,450	9,821,584
Amounts falling due 2-5 years
Other loans	1,825,916	-	1,825,916	-

	12,582,462	10,078,550	12,582,462	10,078,550

A loan facility of £2,000,000 (2023: £Nil) is secured by a fixed and floating charge over the assets of the company.

Page 32

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

21.	Provisions
	Group and Company

		Warranties
		£

	At 1 January 2024	25,688
	Charged to profit or loss	(6,935)
	At 31 December 2024	18,753

22.	Share capital
		2024	2023
		£	£

Allotted, called up and fully paid

12,317,331 (2023 - 12,320,000) Ordinary shares of £0.000001 each	12	12
367,010 (2023 - 1,000,000) Preference shares of £0.000001 each	1	1

	13	13

23.

Reserves

Share premium account

This reserve records the amount above the nominal value received for shares issued, less transaction costs.

Foreign exchange reserve

The other reserves represents the accumulated gain or loss resulting from the translation of financial statements denominated in a foreign currency into the Group's reporting currency.

Profit and loss account

The profit and loss reserve represents the accumulated loss for the Group.

24.	Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £6,555 (2023 - £7,634). Contributions totaling £Nil (2023 - £Nil) were payable to the fund at the balance sheet date and are included in creditors.

Page 33

KINO-MO LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

25.	Commitments under operating leases
	At 31 December 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Not later than 1 year	185,650	206,998	23,912	43,082
Later than 1 year and not later than 5 years	20,157	178,287	6,420	-
	205,807	385,285	30,332	43,082

26.	Related party transactions
	Company The company has taken advantage of the exemption available in FRS 102 whereby it has not disclosed transactions with any wholly owned subsidiary undertaking of the group. At the year end the company owed £1,596,116 (2023: £1,503,932) to its subsidiaries.

27.	Transactions with directors

At the year end the balance of £25,446 (2023: £6,053) was owed from a director.

Page 34