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Registered number: 02470736
SAGESOFT
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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SAGESOFT
CONTENTS
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Statement of Directors' Responsibilities in respect of the Annual Report and
Financial Statements for the year ended 30 September 2025
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Independent Auditor's Report to the Members of Sagesoft
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Statement of Comprehensive Income
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Statement of Changes in Equity
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Notes to the Financial Statements
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SAGESOFT
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
The Directors of Sagesoft (the “Directors”) present their Strategic Report on Sagesoft (the "Company") for the year ended 30 September 2025. The Directors of The Sage Group plc, the ultimate parent company, set the strategy for the whole Sage group of companies (“Sage”, or the “Group"). This is set out within The Sage Group plc's Annual Report and Accounts for the year ended 30 September 2025 (the “Plc Annual Report and Accounts”), which does not form part of this report.
Principal activity and business review
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The principal activity of the Company is that of a holding company. The Company has not traded during the year or prior year and the only amounts included in the income statement relate to the Company's activity as a holding company.
Principal risks and uncertainties
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The Global Risk Management Framework has been built to identify, evaluate, analyse, manage and mitigate those risks which threaten the successful achievement of our business strategy and objectives, within tolerable appetites. Risks are owned and managed at a Global level and are formally reviewed on a quarterly basis.
Risk is inherent within our business activities, and the Group as a whole continues to prioritise and develop its risk management capability in recognition of this. Timely identification of risks, combined with their appropriate management and escalation, enables the Group to successfully run each business and deliver strategic change, whilst ensuring that the likelihood and/or impact associated with such risks is understood and managed within our defined risk appetite.
Currently there are twelve principal risks which are monitored and reported against at a Global level.
• Customer Experience
• Execution of Product Strategy
• Developing and Exploiting New Business Models
• Route to Market
• People and Performance
• Culture
• Cyber Security
• Data and AI governance
• Readiness to Scale
• Environmental, Social & Governance
The background, management and mitigation process are disclosed in the Plc Annual Report and Accounts.
The Company acts as a holding company of investments. The main risk facing the Company is a deterioration in the recoverable amount of its investments in subsidiary undertakings, which reflects their underlying performance and future prospects. The Directors assess the recoverable amounts of investments annually or when indicators of impairment exist, by performing an impairment test, comparing for each investment the recoverable amount with its carrying value. Only if there is an impairment loss is the carrying value reduced to the recoverable amount.
Upon performing an impairment review of the Company’s investments, the Directors have determined that the investments recoverable amount exceeds its carrying value as at 30 September 2025.
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SAGESOFT
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Key performance indicators
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The Directors of The Sage Group plc manage and measure the Group's operations on a regional and segmental basis. For this reason, the Company's directors believe that analysis using key performance indicators for the Company is not necessary or appropriate for an understanding of the development, performance or position of the Company’s business. The key performance indicators used by the directors of The Sage Group plc to manage and measure the performance of the Group are discussed within the Plc Annual Report and Accounts.
It is the intention of the Directors that the Company will continue to act as a holding and investment company for the foreseeable future.
As required under Section 172(1) of the Companies Act 2006 (“Section 172 (1)”), the Directors of the Company have acted in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole. In doing so, they have had regard to the matters set out in Section 172(1) (a) to (f), which include:
- the likely consequences of decisions in the long term;
- the interests of the Company’s employees;
- fostering business relationships with customers, suppliers and others; the impact on society and the environment;
- maintaining high standards of conduct; and
- acting fairly between members of the Company.
The principal activity of the Company is that of a holding company for investments. The Company did not trade during the FY25 financial year and, therefore, its activities were limited to the Company’s activities as a holding company.
The Company is a wholly owned subsidiary of the ultimate parent company The Sage Group plc. As is typical for a company which is part of a large, listed, group, day-to-day decision making is delegated to Sage’s management. Sage’s management engage with the Company’s immediate shareholder, Sage Holdings Company Limited, and other Group undertakings through Sage management activities and meetings. Decisions made by the Directors are guided by Sage Group’s governance framework, values, Code of Conduct and robust standard of business conduct and ethics. The Directors recognise that the Company’s stakeholders are largely consistent with those set out in The Sage Group plc.’s Annual Report and Accounts. They also recognise that whilst the Company itself does not have any employees or customers, that Sage colleagues and customers are crucial to Sage’s success and engagement is maintained at Group level.
The Directors also recognise that the Group is committed to managing the Group's use of resources proactively to minimise environmental impact and investing in education, technology, and environmental change to protect the planet and give individuals and small and mid-sized businesses, the opportunity to thrive. The Directors of the Company also support Sage's culture and commitment to doing business the right way, demonstrated through Sage Foundation, which encourages colleague engagement with charitable giving and philanthropic support for non-profit organisations and communities.
The Directors are kept informed of stakeholder priorities through regular engagement with Sage management and reporting mechanisms, and factor the wider interests of the Group into decision making when relevant.
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SAGESOFT
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Section 172(1) Statement (continued)
The Company makes autonomous decisions through Board meetings which are convened, as required, to consider those matters which impact the Company. The Director’s consider relevant Section 172(1) factors to ensure stakeholders interests are balanced and that decisions are made in the context of long-term sustainable success of the Company.
During the year ended 30 September 2025, after due consideration of the Company’s financial position, the Directors declared and paid a $232,211,000 dividend to the Company’s sole shareholder Sage Holding Company Limited. After a full review of the distributable reserve analysis the Directors considered the dividend to promote the success of the Company for the benefit of the sole member. The Directors also considered the likely consequences of the decision in the longer-term and agreed that, following the payment of the dividend, the Company would continue to have the resources to meet its operating and other debts as they fall due and did not compromise the Company’s operational resilience.
This report was approved by the Board and signed on its behalf.
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SAGESOFT
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
The Directors present their report and the audited financial statements for the year ended 30 September 2025.
The principal activity of the Company throughout the year has been that of a holding company within the Group and will remain as such for the foreseeable future.
The profit for the year amounted to $233,110,000 (2024: $1,311,789,000) and is reflective of the activity during the period. During the year dividends of $232,211,000 were declared and paid (2024: $2,061,853,000).
The Directors who served during the year and to the date of this report were:
Mark Parry
The ultimate parent company, The Sage Group plc, maintained liability insurance for its directors and officers during the financial year and up to the date of approval of these financial statements. Following shareholder approval, the Company has also provided an indemnity for its directors and the company secretary, which is a qualifying third-party indemnity provision for the purposes of the Companies Act 2006.
The Directors have prepared the financial statements on the going concern basis as they have concluded that the Company's financial position means that this is realistic.
The Directors have robustly tested the going concern assumption in preparing the financial statements ensuring that the Company can continue to pay its liabilities as they fall due through a forecasted period of 12 months from the date of the approval of the financial statements (“the going concern assessment period”).
This included reviewing the Company’s cash position, net current asset position and obligations under debt arrangements with other Sage Group companies.
Streamlined Energy and Carbon Reporting
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In line with the Streamlined Energy and Carbon Reporting (SECR) requirements of the Companies Act 2006 for large quoted and unlisted companies, the Company has taken the exemption available to not disclose its energy and carbon information within the Directors’ report due to the disclosure being included in the Plc Annual Report and Accounts.
The external auditor of the company for the prior financial year was Ernst and Young. As a result of an audit tender undertaken by the Company's ultimate parent company, The Sage Group plc, KPMG LLP were appointed by the Company as auditors for the year ended 30 September 2025.
Pursuant to Section 487 of the Companies Act 2006, the auditor will be deemed to be re-appointed, and KPMG LLP will therefore continue in office.
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SAGESOFT
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Disclosure of information to auditor
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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 auditor is 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 auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.
Post balance sheet events
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There have been no significant subsequent events identified at the date of this report which would impact the Company.
This report was approved by the Board and signed on its behalf.
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C23 - 5 & 6 Cobalt Park Way Cobalt Park
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SAGESOFT
STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
The directors are responsible for preparing the Annual 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 they have elected to prepare the financial statements in accordance with UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework.
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 and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• state whether applicable UK accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;
• assess the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
• use the going-concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
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SAGESOFT
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAGESOFT
Opinion
We have audited the financial statements of Sagesoft (“the Company”) for the year ended 30 September 2025 which comprise the Statement of Comprehensive Income, the Balance Sheet and the Statement of Changes in Equity and related notes, including the accounting policies in note 2.
In our opinion the financial statements:
• give a true and fair view of the state of the Company’s affairs as at 30 September 2025 and of its profit for the year then ended;
• have been properly prepared in accordance with UK accounting standards, including FRS 101 Reduced Disclosure Framework; 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 are described below. We have fulfilled our ethical responsibilities under, and are independent of the Company in accordance with, UK ethical requirements including the FRC Ethical Standard.
We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion
Going concern
The directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Company or to cease its operations, and as they have concluded that the Company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).
In our evaluation of the directors’ conclusions, we considered the inherent risks to the Company’s business model and analysed how those risks might affect the Company’s financial resources or ability to continue operations over the going concern period.
Our conclusions based on this work:
• we consider that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate;
• we have not identified, and concur with the directors’ assessment that there is not, a material uncertainty related to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for the going concern period.
However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Company will continue in operation.
Fraud and breaches of laws and regulations – ability to detect
Identifying and responding to risks of material misstatement due to fraud.
To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:
• Enquiring of directors, internal audit and inspection of policy documentation as to the Company’s high-level policies and procedures to prevent and detect fraud including the internal audit function, and the Company’s channel for whistleblowing, as well as whether they have knowledge of any actual, suspected or alleged fraud.
• Reading Board minutes.
• Using analytical procedures to identify any unusual or unexpected relationships.
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SAGESOFT
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAGESOFT
Fraud and breaches of laws and regulations – ability to detect (continued)
We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit.
As required by auditing standards, we perform procedures to address the risk of management override of controls, in particular the risk that management may be in a position to make inappropriate accounting entries. On this audit we do not believe there is a fraud risk related to revenue recognition because the Company does not have any revenue.
We did not identify any additional fraud risks.
We also performed procedures including:
• Identifying journal entries and other adjustments to test based on risk criteria and comparing the identified entries to supporting documentation. These included those posted to unusual combination of cash.
• Assessing whether the judgements made in making accounting estimates are indicative of a potential bias.
Identifying and responding to risks of material misstatement related to compliance with laws and regulations
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the directors and others in management and discussed with the directors and others in management (as required by auditing standards), and discussed the policies and procedures regarding compliance with laws and regulations.
We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.
The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related-companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the Company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: data protection laws, and anti-bribery recognising the nature of the Company’s activities. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.
Context of the ability of the audit to detect fraud or breaches of law or regulation
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.
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SAGESOFT
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAGESOFT
Fraud and breaches of laws and regulations – ability to detect (continued)
In addition, as with any audit, there remained a higher risk of non-detection of fraud, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.
Strategic report and directors’ report
The directors are responsible for the strategic report and the directors’ report. Our opinion on the financial statements does not cover those reports and we do not express an audit opinion thereon.
Our responsibility is to read the strategic report and the directors’ report and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work:
• we have not identified material misstatements in the strategic report and the directors’ report;
• in our opinion the information given in those reports for the financial year is consistent with the financial statements; and
• in our opinion those reports have been prepared in accordance with the Companies Act 2006.
Matters on which we are required to report by exception
Under the Companies Act 2006 we are required 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.
We have nothing to report in these respects
Directors’ responsibilities
As explained more fully in their statement set out on page 6, the directors are responsible for: the preparation of the financial statements and for being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error; 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 they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities
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 our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.
A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.
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SAGESOFT
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAGESOFT
The purpose of our audit work and to whom we owe our responsibilities
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members, as a body, for our audit work, for this report, or for the opinions we have formed.
Luke Baker (Senior Statutory Auditor)
for and on behalf of KPMG LLP, Statutory Auditor
Chartered Accountants
15 Canada Square
London
United Kingdom
E14 5GL
27 February 2026
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SAGESOFT
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Income from shares in group undertakings
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Profit for the financial year
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Total comprehensive income for the year
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The notes on pages 14 to 24 form part of these financial statements.
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SAGESOFT
REGISTERED NUMBER: 02470736
BALANCE SHEET
AS AT 30 SEPTEMBER 2025
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Trade and other receivables
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Cash and cash equivalents
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Equity attributable to the owners of the parent
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The financial statements were approved and authorised for issue by the Board and were signed on its behalf by:
The notes on pages 14 to 24 form part of these financial statements.
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SAGESOFT
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Total comprehensive income for the year
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Contributions by and distributions to owners
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Total comprehensive income for the year
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Contributions by and distributions to owners
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The notes on pages 14 to 24 form part of these financial statements.
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Page 13
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Sagesoft (the “Company”) is a company incorporated and domiciled in England, it is a private unlimited company and the Company’s registered address is C23 - 5 & 6 Cobalt Park Way, Cobalt Park, Newcastle upon Tyne, United Kingdom, NE28 9EJ.
2.Accounting policies
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Basis of preparation of financial statements
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The Company is exempt by virtue of s400 of the Companies Act 2006 from the requirement to prepare group financial statements. These financial statements present information about the Company as an individual undertaking and not about its group.
These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”) and the UK Companies Act 2006.
In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of international accounting standards in conformity with the requirements of the Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken.
The Company’s ultimate parent undertaking, The Sage Group plc, includes the Company in its consolidated financial statements. The consolidated financial statements of The Sage Group plc are prepared in accordance with International Financial Reporting Standards and are available to the public and may be obtained from the address given in note 14.
Judgements made by the Directors, in the application of these accounting policies that have a significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year are discussed in note 3.
The financial statements are prepared on a going concern basis and under the historical cost convention, as modified by derivative financial assets and financial liabilities measured at fair value, and in accordance with the Companies Act 2006. The financial statements are presented in US Dollars (USD), which is the Company's functional and presentation currency and is denoted by the symbol "$".
The Directors have prepared the financial statements on the going concern basis as they have concluded that the Company's financial position means that this is realistic.
The Directors have robustly tested the going concern assumption in preparing the financial statements ensuring that the Company can continue to pay its liabilities as they fall due through a forecasted period of 12 months from the date of the approval of the financial statements (“the going concern assessment period”).
This included reviewing the Company’s cash position, net current asset position and obligations under debt arrangements with other Sage Group companies.
The principal accounting policies, which have been applied consistently throughout the year, are set out below.
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
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Financial Reporting Standard 101 - reduced disclosure exemptions
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In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following disclosures:
• A Cash Flow Statement and related notes, as required by IAS 7 Statement of cash flows;
• Disclosures in respect of transactions with wholly owned subsidiaries, as required by IAS 24 Related party disclosures;
• Disclosures in respect of capital management, as required by paragraphs 134 to 136 of IAS 1 Presentation of financial statements;
• The effects of new but not yet effective IFRSs, as required by paragraphs 30 and 31 of IAS 8 Accounting policies, changes in accounting estimates and errors;
• Disclosures in respect of the compensation of Key Management Personnel, as required by paragraph 17 and 18A of IAS 24 Related party disclosures.
As the consolidated financial statements of The Sage Group plc include the equivalent disclosures, the Company has also taken the exemptions under FRS 101 available in respect of the following disclosures:
• Certain disclosures required by paragraphs 91 to 99 of IFRS 13 Fair Value Measurement and the disclosures required by IFRS 7 Financial Instrument Disclosures.
Monetary assets and liabilities expressed in foreign currencies are translated into US Dollars at rates of exchange prevailing at the balance sheet date. Transactions in foreign currencies are converted into US Dollars at the rate prevailing at the dates of the transactions. All differences on exchange are taken to the income statement.
Finance costs are charged to the income statement 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.
The taxation expense for the year represents the sum of current tax payable and deferred tax. The expense is recognised in the income statement and statement of comprehensive income according to the accounting treatment of the related transaction.
Current tax payable or receivable is based on the taxable income for the period and any adjustment in respect of prior periods. Current tax is measured at the amount expected to be recovered from or paid to the taxation authorities, calculated using tax rates that have been enacted at the end of the reporting period.
The Company and its fellow group undertakings are able to relieve their tax losses by surrendering them to other group companies, within the UK corporation tax group, where capacity to utilise these losses exists.
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
Investments are stated at cost less provision for any diminution in value. Any impairment is charged to the profit and loss account as it arises.
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Trade and other receivables
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Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less an allowance for expected credit losses.
The carrying amounts of trade receivables are reduced by allowances for expected credit losses using the simplified approach under IFRS 9. The Company uses a matrix approach to determine the allowance. The default rates applied are based on the ageing of the receivable, past experience of credit losses and forward looking information. An allowance for a receivable’s estimated lifetime expected credit losses is first recorded when the receivable is initially recognised, and subsequently adjusted to reflect changes in credit risk until the balance is collected. In the event that management considers that a receivable cannot be collected, the balance is written off.
Trade and other payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
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Cash and cash equivalents
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Cash and cash equivalents include cash at bank and in hand and short-term deposits with an original maturity period of three months or less. Bank overdrafts that are an integral part of the Company’s cash management are included in cash and cash equivalents where they have a legal right of set-off and there is an intention to settle net, against positive cash balances, otherwise bank overdrafts are classified as borrowings.
Financial assets and financial liabilities are recognised in the Company’s balance sheet when the Company becomes a party to the contractual provisions of the instrument.
Financial assets are derecognised (i.e., removed from the Company’s balance sheet) when the rights to receive cash flows from the asset have expired; or when the Company has transferred those rights and either has also transferred substantially all the risks and rewards of the asset or has neither transferred nor retained substantially all the risks and rewards of the asset but no longer has control of the asset.
Financial liabilities are derecognised when the obligation specified in the contract is discharged, cancelled or expires.
Financial assets and financial liabilities are initially measured at fair value.
All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets.
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
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.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amount of the assets and liabilities within the next year.
Recoverability of investments
Determining whether investments are impaired required an estimate of the value-in-use or assessment of the assets and liabilities in the investment group. Where an estimate of the value-in-use is used, the key assumptions applied in the calculation relate to the future performance expectations of the business – average medium-term revenue growth, long term operating margin and long-term growth rate – as well as the discount rate to be applied in the calculation.
The carrying value of investments at 30 September 2025 was $1,975,038,000 (2024: $1,975,038,000) and no impairment loss has been recognised during the year (2024: $nil).
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Auditor’s remuneration is borne by the ultimate parent company, The Sage Group plc, in both the current and prior year. The audit fees payable in relation to the audit of the financial statements of the Company are $28,000 (2024: $11,000).
The Company has taken advantage of the exemption not to disclose amounts paid for non- audit services as these are disclosed in the group accounts of its parent The Sage Group plc.
The Directors did not receive any emoluments during the year in respect of their services to the Company (2024: $nil). No other persons were employed by the Company during the year (2024: none).
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Income from shares in group undertakings
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Income from shares in group undertakings
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Page 17
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Interest payable to group undertakings
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Current tax on profits for the year
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Page 18
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
7.Taxation (continued)
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Factors affecting tax charge for the year
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The tax assessed for the year is lower than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
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Profit multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
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Non taxable dividend income
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Total tax charge for the year
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Page 19
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Investments represent shares in subsidiary undertakings and partnership interest.
No impairment is noted from the annual impairment review of US investments. The Directors believe that the carrying value of the investments is supported by their underlying value in use. In assessing the existing value in use, the Directors have used a discount rate of 9.80% (2024: 10.11%). Cash flows have been projected using management's most recent business forecast over the next three years. Beyond the three years the cash flows are extrapolated using an estimated long-term growth rate of 2.35 % (2024: 2.17%).
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The following were subsidiary undertakings of the Company:
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C23 - 5 & 6 Cobalt Park Way, Cobalt Park, Newcastle upon Tyne, NE28 9EJ, United Kingdom
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C23 - 5 & 6 Cobalt Park Way, Cobalt Park, Newcastle upon Tyne, NE28 9EJ, United Kingdom
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Sage Software North America
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Brandywine Plaza, 1521 Concord Pike
Suite 201
Wilmington, New Castle 19803
United States
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Page 20
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Subsidiary undertakings (continued)
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Sage Software Holdings Inc.
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Brandywine Plaza, 1521 Concord Pike
Suite 201
Wilmington, New Castle 19803
United States
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425 West Washington Street #4, Suffolk, Suffolk (Independent City), VA 23434, United States
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Sage Software International, Inc.
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425 West Washington Street #4, Suffolk, Suffolk (Independent City), VA 23434, United States
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Brandywine Plaza, 1521 Concord Pike, Suite 201, Wilmington, New Castle County, DE 19803, United States
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C23 - 5 & 6 Cobalt Park Way, Cobalt Park, Newcastle upon Tyne, NE28 9EJ, United Kingdom
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111, 5th Avenue SW, Suite 3100-C, Calgary, AB, T2P 5L3, Canada
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Best Software (Germany) GmbH
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Franklinstraße 61-63, 60486, Frankfurt am Main, Germany
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Brandywine Plaza, 1521 Concord Pike, Suite 201, Wilmington, New Castle County, DE 19803, United States
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Brandywine Plaza, 1521 Concord Pike, Suite 201, Wilmington, New Castle County, DE 19803, United States
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Brandywine Plaza, 1521 Concord Pike, Suite 201, Wilmington, New Castle County, DE 19803, United States
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Page 21
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Subsidiary undertakings (continued)
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Intacct Software Pvt Limited
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No 501 & 502, Tower C, 5th Floor, The Millenia, No. 1 & 2 Murphy Road, Bangalore, Karnataka, 560 008, India
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Intacct Development Romania SRL
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Bld. 21 DECEMBER 1989, No 77, Room C.1.2, The Building C.D, The Office,
Floor 1, Cluj - Napoca
12- CLUJ county, Romania
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144 Begin Menachem Rd
Tel Aviv
6492102
Israel
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Sage Intacct Australia Pty Limited
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PricewaterhouseCoopers, Level 17, 100 Barangaroo Avenue, Barangaroo NSW 2000, Australia
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Lockstep Network India Pvt. Ltd.
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1st and 2nd Flr Sky Loft, Creaticity Mall Opp Golf Course, Shastrinagar, Yerwada, Pune, 411006, India
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VV Finly Technology Pvt. Ltd.
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1st Floor, Gopala Krishna Complex
#45/3 Residency Road, MG Road
Bangaluru
Karnataka- 560025
India
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Corecon Technologies India Private Limited
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The Atrium at Quark City, Zone-D, Lower Ground Floor
Plot No. A-45, Industrial Focal Point
Chandigarh Sector 59, Rupnagar
S.A.S.Nagar (Mohali)
160059, Punjab
India
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Page 22
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Trade and other receivables
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Amounts owed by group undertakings
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Amounts owed by group undertakings are unsecured, interest free and repayable upon demand.
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Amounts owed to group undertakings
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Amounts owed to group undertakings are unsecured, interest free and repayable upon demand. These balances did not attract any interest during the year (2024: unsecured, repayable on demand and attract an interest rate 0% and 6.75%).
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Trade and other payables non-current
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Amounts owed to group undertakings
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Amounts owed to group undertakings are unsecured, attract interest between 0% and 6.05% (2024: SOFR 1 year + 0.6%), and are repayable on 15 February 2028 and 25 February 2031.
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Allotted, called up and fully paid
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300 (2024 - 300) Ordinary shares of $1.69 each
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563,549,998 (2024 - 563,549,998) Redeemable ordinary shares of $1.00 each
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Page 23
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SAGESOFT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
12.Equity (continued)
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Dividends were declared and paid during the year amounting to $232,211,000 to Sage Holding Company Limited (2024: $2,061,853,000).
The redeemable ordinary shares are redeemable at par on demand of the Company and are ranked pari passu with ordinary shares in all respects.
Retained earnings represent cumulative comprehensive income less dividends paid.
Other reserves represent non distributable reserves following the redemption or purchase of the Company’s own shares.
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As the consolidated financial statements of The Sage Group plc include the equivalent disclosures, the Company has taken the exemptions under FRS 101 available in respect of certain disclosures required by IFRS 13 Fair Value Measurement and the disclosures required by IFRS 7 Financial Instrument Disclosures. The disclosures below cover statutory balances in relation to Amounts owed by / to group undertakings that are not covered in The Sage Group plc consolidated financial statements.
Fair value measurement of financial assets and financial liabilities
Amounts owed by group undertakings and amounts owed to group undertakings are initially measured at fair value and are subsequently measured at amortised cost. The Directors of the Company consider that the carry amounts of the financial assets and financial liabilities recognised in the financial statements approximate their fair values.
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Immediate and ultimate parent Company
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The Company’s immediate parent undertaking is Sage Holding Company Limited, a Company registered in England and Wales.
The ultimate parent undertaking and ultimate controlling party is The Sage Group plc a Company registered in England and Wales. The Sage Group plc is the largest and smallest group to consolidate these financial statements. Copies of the group financial statements can be obtained from the registered office at The Sage Group plc, C23 - 5 & 6 Cobalt Park Way, Cobalt Park, Newcastle upon Tyne, NE28 9EJ, United Kingdom.
Page 24
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