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Registered number: 12566815










SENTRIC MUSIC GROUP LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2025

 
SENTRIC MUSIC GROUP LIMITED
 
 
COMPANY INFORMATION


Directors
S N Chandler (appointed 8 December 2025)
C J Meehan 




Registered number
12566815



Registered office
4th Floor
Walker House

Exchange Flags

Liverpool

Merseyside

L2 3YL




Independent auditor
Langtons Professional Services Limited
Chartered Accountants & Statutory Auditor

11th Floor, The Plaza

100 Old Hall Street

Liverpool

L3 9QJ





 
SENTRIC MUSIC GROUP LIMITED
 

CONTENTS



Page
Group strategic report
1 - 4
Directors' report
5 - 6
Independent auditor's report
7 - 11
Consolidated statement of comprehensive income
12
Consolidated statement of financial position
13
Company statement of financial position
14
Consolidated statement of changes in equity
15
Company statement of changes in equity
16
Notes to the financial statements
17 - 38


 
SENTRIC MUSIC GROUP LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025

Introduction
 
The directors present their strategic report for the year ended 31 December 2025.

Business review
 
Group turnover decreased by 14% to £57.2m (2024: £66.4m). This was mostly due to timing of major royalty receipts and minor accounting adjustments, and has since returned to growth in 2026. A strategic focus on higher margin business led to a reduction in cost of sales, falling 18% to £46.8m (2024: £56.8m), and as a result gross profit increased by 8% to £10.4m (2024: £9.6m). The gross profit margin improved to 18.2% (2024: 14.5%), an increase of 3.7 percentage points.

Administrative expenses increased by 5% to £10.3m (2024: £9.8m), reflecting continued investment in people and technology. Average headcount grew to 120 (2024: 116), with the largest increase in the Technology Development team, which grew to 28 (2024: 23) to support ongoing development of the Group's RightsApp platform. £1.2m of software development costs were capitalised during the period, taking the net book value of computer software to £4.3m (2024: £3.6m).

As a result of the improved gross margin, the group saw an operating profit of £104k, compared to an operating loss of £132k in 2024. 

Interest receivable from group companies of £966k (2024: £912k) contributed to profit before taxation of £1.06m (2024: £0.77m), an increase of 37%. After a tax charge of £330k (2024: £276k), profit for the period attributable to the owners of the Parent Company was £731k (2024: £497k), an increase of 47%. Net assets grew to £10.3m (2024: £9.5m), reflecting the retention of the full profit for the period as no dividend was paid.

Turnover from the rest of the world represented 87% of Group turnover in the period (2024: 81%). This continues the Group's trend towards a more internationally-weighted revenue base, consistent with the Group's strategy of leveraging the international reach of its ultimate parent, Believe SA.

Page 1

 
SENTRIC MUSIC GROUP LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025

Principal risks and uncertainties
 
The group will always be at risk from the unfulfillment of contractual obligations. This is mitigated by effective leadership, strong internal processes and the implementation of innovative technological solutions.

The group seeks to mitigate risk by ensuring the roster of artists is as diverse and wide-ranging as possible to prevent over-reliance on one genre. Sales efforts are increasingly global, leveraging cross-sell opportunities of the wider group. Changes in consumer habits poses a risk to demand of the roster, however the group monitors latest developments in the industry on a constant basis to adapt quickly.

The Group also monitors the risks arising from the increasing use of artificial intelligence within the music publishing industry, including the risk of unauthorised or unlicensed use of copyrighted works and the potential for AI-generated content to affect royalty flows and the value of the Group's clients' catalogues. This is mitigated by ongoing engagement with industry bodies and collection societies on the development of licensing frameworks for AI use, active monitoring of legal and regulatory developments in the Group's key territories, and continued investment in the Group's technology and rights-matching capability to identify and protect its clients' works.

The company's direct and indirect international collection network presents risk from currency fluctuations, a risk that has increased as the proportion of Group turnover generated overseas has grown to 87% (2024: 81%). This is mitigated by natural hedging and conversion of royalty distributions using spot rates at the time of royalty receipt. Currency conversion is undertaken at times throughout the period when exchange rates are favourable. Currency hedging via institutions remains an option for managing this further should the risk become more significant.

The Group's exposure to interest rate risk remains low, with net interest payable to group undertakings of £5k in the period (2024: £7k).

Financial key performance indicators
 
The directors monitor the performance of the Group against a number of key financial indicators derived from the Group's financial statements, summarised below:

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*Underlying EBITDA and underlying EBITDA margin are not measures defined under FRS 102. They are presented because they are used by management to monitor the Group's underlying trading performance.

Page 2

 
SENTRIC MUSIC GROUP LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025

Future developments
 
Since Sentric was acquired by Believe SA in 2023, the Group has continued to develop and execute its strategy of leveraging Believe's international network, with rest-of-world turnover now representing 87% of Group turnover (2024: 81%). The Group continued to invest in its people during the period, growing average headcount to 120 (2024: 116), with particular investment in its Technology Development team to support the continued development of its RightsApp platform, on which £1.2m of development costs were capitalised during the period.

The directors expect the Group to continue to benefit from its ongoing investment in core technology, its experienced and well-connected teams, and from increased scale as it continues to grow its publishing services, both in its established markets and through cross-selling into Believe's wider customer base. The Group also has £6.2m of UK trading losses available to offset against future UK taxable profits.

Directors' statement of compliance with duty to promote the success of the Group
 
This section aims to address the responsibility of the Directors of the Group acting in good faith, to be promoting the success for the benefit of its members as its whole. The Directors and Senior management of Sentric Music Group Limited give careful consideration to the factors set out below in discharging their duties.

Matter & How the Directors and Senior Management have discharged their duties

Decision making:
Promoting the success of the business is central to every decision taken within the Group, from the Board and Senior Management team through to all employees.

The Directors review the performance of the business on a regular basis, drawing on both financial reporting and non-financial metrics, supported by corporate reviews held at multiple points throughout the period. An annual budgeting process is used to set the Group's long-term plan and strategic direction, while short-term forecasting informs management decision-making on an ongoing basis to help ensure targets are met.

Employees:
The long-term success of the Group depends on its people. Sentric Music draws on a diverse and experienced team across its locations, and places a strong emphasis on retaining staff and developing our teams to meet the evolving needs of a growing business, supported by continued investment in training and development.

Suppliers and Customers:
Strong supplier and customer relationships are fundamental to our industry. The Group's commercial arrangements are typically built on long-term, repeat business, and this is supported by experienced Sales and Procurement teams who work to build and maintain close relationships with our key partners, enabling us to grow together.

Impact on community and environment:
The Group's impact on the community and environment is considered in all business decisions. Employee forums are used to encourage staff across the business to contribute ideas on how the Group can maximise its positive impact.

Energy and Carbon Reporting

The Company is not required to disclose information in respect of greenhouse gas emissions, energy consumption and energy efficient action as its energy consumption is lower than 40,000KWh for the year.

Page 3

 
SENTRIC MUSIC GROUP LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025


This report was approved by the board on 9 September 2026 and signed on its behalf.



S N Chandler
Director

Page 4

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025

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

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;

∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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.

Principal activity

The principal business activity of the group is Music Publishing. We represent our clients’ song lyrics and compositions globally, registering them directly with copyright societies in over 65 territories, actively making claims for their usage to ensure all monies due are paid to us. Upon receipt of Music Publishing royalties, we account to our clients in accordance with their contract with us.

Results and dividends

The profit for the period, after taxation, amounted to £731 k (2024 - £497k).

The directors do not recommend a dividend.

Directors

The directors who served during the period were:

S N Chandler (appointed 8 December 2025)
C J Meehan 

Matters covered in the Group Strategic Report

The business review, principal risks and uncertainties, key performance indicators, engagement with customers, suppliers and employees, the streamlined energy and carbon report and future developments are disclosed in the strategic report.

Page 5

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025

Disclosure of information to auditor

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 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 and the Group's auditor is aware of that information.

Auditor

The auditor, Langtons Professional Services Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 9 September 2026 and signed on its behalf.
 





S N Chandler
Director

Page 6

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SENTRIC MUSIC GROUP LIMITED
 

Opinion


We have audited the financial statements of Sentric Music Group Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 31 December 2025, which comprise the Consolidated statement of comprehensive income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, 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 2025 and of the Group's profit for the period then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the 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 7

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SENTRIC MUSIC GROUP LIMITED (CONTINUED)


Other information


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


Page 8

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SENTRIC MUSIC GROUP LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 5, 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 9

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SENTRIC MUSIC GROUP LIMITED (CONTINUED)


Auditor's responsibilities for the audit of the financial statements
 

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

The objectives of our audit, in respect to fraud, are: 
• to identify and assess the risks of material misstatement of the financial statements due to fraud; 
• to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and 
• to respond appropriately to fraud or suspected fraud identified during the audit.

However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

Our approach was as follows: 
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are those that relate to the reporting framework (FRS 102 and the Companies Act 2006), the relevant tax compliance regulations in the UK and the EU General Data Protection Regulation (GDPR).

We understood how the Company is complying with those frameworks by making enquiries of management. Through consideration of the results of our audit procedures we were able to either corroborate or provide contrary evidence which was then followed up.

Based on our understanding we designed our audit procedures to identify non-compliance with laws and regulations. Our procedures involved: 
enquiries of management; and 
journal entry testing, with a focus on manual consolidation journals and journals indicating large or unusual transactions based on our understanding of the business.

We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur by meeting with management to understand where it considered there was susceptibility to fraud. We also considered performance targets and their propensity to influence efforts made by management to manage revenue and earnings. Where the risk was considered to be higher, including areas impacting key performance indicators or management remuneration, we performed audit procedures to address each identified fraud risk or other risk of material misstatement. These procedures included those on revenue recognition detailed above, the assessment of items identified by management as non-recurring and testing manual journals and were designed to provide reasonable assurance that the financial statements were free from material fraud or error.


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


Page 10

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SENTRIC MUSIC GROUP LIMITED (CONTINUED)


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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.





Simon Whalley (Senior statutory auditor)
  
for and on behalf of
Langtons Professional Services Limited
 
Chartered Accountants
Statutory Auditor
  
11th Floor, The Plaza
100 Old Hall Street
Liverpool
L3 9QJ

9 September 2026
Page 11

 
SENTRIC MUSIC GROUP LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2025

2025
2024
Note
£000
£000

  

Turnover
 4 
57,177
66,429

Cost of sales
  
(46,762)
(56,786)

Gross profit
  
10,415
9,643

Administrative expenses
  
(10,311)
(9,775)

Operating profit/(loss)
 5 
104
(132)

(Loss)/profit on disposal of investments
  
(4)
-

Interest receivable and similar income
 9 
966
912

Interest payable and similar expenses
 10 
(5)
(7)

Profit before taxation
  
1,061
773

Tax on profit
 11 
(330)
(276)

Profit for the financial period
  
731
497

Profit for the period attributable to:
  

Owners of the Parent Company
  
731
497

  
731
497

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

The notes on pages 17 to 38 form part of these financial statements.

Page 12

 
SENTRIC MUSIC GROUP LIMITED
REGISTERED NUMBER: 12566815

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
2024
Note
£000
£000

Fixed assets
  

Intangible assets
 12 
6,225
6,002

Tangible assets
 13 
347
379

  
6,572
6,381

Current assets
  

Debtors: amounts falling due after more than one year
 15 
4,031
3,822

Debtors: amounts falling due within one year
 15 
78,393
62,927

Cash at bank and in hand
 16 
6,261
6,762

  
88,685
73,511

Creditors: amounts falling due within one year
 17 
(84,609)
(70,345)

Net current assets
  
 
 
4,076
 
 
3,166

Total assets less current liabilities
  
10,648
9,547

Creditors: amounts falling due after more than one year
 18 
(370)
-

Provisions for liabilities
  

Net assets
  
10,278
9,547


Capital and reserves
  

Called up share capital 
 21 
2
2

Share premium account
 22 
3,933
3,933

Profit and loss account
 22 
6,343
5,612

Equity attributable to owners of the Parent Company
  
10,278
9,547

  
10,278
9,547


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 9 September 2026.




S N Chandler
Director

The notes on pages 17 to 38 form part of these financial statements.

Page 13

 
SENTRIC MUSIC GROUP LIMITED
REGISTERED NUMBER: 12566815

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
2024
Note
£000
£000

Fixed assets
  

Investments
 14 
3,064
3,068

  
3,064
3,068

Current assets
  

Debtors: amounts falling due after more than one year
 15 
-
9

Debtors: amounts falling due within one year
 15 
532
4,215

Cash at bank and in hand
 16 
-
59

  
532
4,283

Creditors: amounts falling due within one year
 17 
(1,422)
(5,171)

Net current liabilities
  
 
 
(890)
 
 
(888)

Total assets less current liabilities
  
2,174
2,180

  

  

Net assets
  
2,174
2,180


Capital and reserves
  

Called up share capital 
 21 
2
2

Share premium account
 22 
3,933
3,933

Profit and loss account brought forward
  
(1,755)
(1,752)

Loss for the period
  
(6)
(3)

Profit and loss account carried forward
  
(1,761)
(1,755)

  
2,174
2,180


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 9 September 2026.






S N Chandler
Director

The notes on pages 17 to 38 form part of these financial statements.

Page 14

 
SENTRIC MUSIC GROUP LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025


Called up share capital
Share premium account
Profit and loss account
Total equity

£000
£000
£000
£000


At 1 January 2024
2
3,933
5,115
9,050


Comprehensive income for the year

Profit for the year
-
-
497
497


Total transactions with owners
-
-
-
-



At 1 January 2025
2
3,933
5,612
9,547


Comprehensive income for the period

Profit for the period
-
-
731
731


Total transactions with owners
-
-
-
-


At 31 December 2025
2
3,933
6,343
10,278


The notes on pages 17 to 38 form part of these financial statements.

Page 15

 
SENTRIC MUSIC GROUP LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025


Called up share capital
Share premium account
Profit and loss account
Total equity

£000
£000
£000
£000


At 1 January 2024
2
3,933
(1,752)
2,183


Comprehensive income for the year

Loss for the year
-
-
(3)
(3)


Total transactions with owners
-
-
-
-



At 1 January 2025
2
3,933
(1,755)
2,180


Comprehensive income for the year

Loss for the period
-
-
(6)
(6)


Total transactions with owners
-
-
-
-


At 31 December 2025
2
3,933
(1,761)
2,174


The notes on pages 17 to 38 form part of these financial statements.

Page 16

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

1.


General information

The entity is a private limited liability company, limited by shares registered in England and Wales within
the  United  Kingdom.  The  registered  office  is  4th Floor, Walker House, Exchange Flags, Liverpool, L2 3YL and the company number is 12566815.

The financial statements present consolidated group information as well as individual company information.

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 Group has taken advantage of the exemption available under section 1.12 of FRS 102 concerning the requirements of Section 7 Statement of Cash Flows and paragraph 3.17(d), as the ultimate parent company, Believe SA, prepares publicly available consolidated financial statements available at https://www.believe.com /investors/financials which include the Group.

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 Statement of financial position, 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.

In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 21 April 2020.

As this set of consolidated financial statements is prepared at an intermediate level in the consolidated group structure, intercompany balances may remain as assets and liabilities to other entities further up the corporate tree.

Page 17

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.3

Going concern

The Group generates sufficient funds from ongoing business activities to fund its day to day working capital requirements. Current forecasts indicate that the group expects to be able to operate using funds generated from ongoing business activities for the foreseeable future. Accordingly, the directors believe it is appropriate to prepare the financial statements on the going concern basis.

 
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

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.5

Revenue

Turnover represents net invoiced sales of services and commissions, excluding value added tax. For  income where the company acts as principal for the revenue generated, turnover is stated as the gross royalty in the  profit and loss account. Where the company acts as agent for the revenue generated, turnover is stated only as  the company's net publisher share in the profit and loss account.

Artist liabilities represent only the amounts owing to account holders from monies already received by  the company at the balance sheet date.

Accrued income represents the company's gross publisher share of royalty receipts that are due to the company  in the future, calculated on the basis of activity undertaken in respect of the period for
which the accounts have been prepared. The accrued income included is seven months of revenue
which has been calculated on a prudent basis.

 
2.6

Operating leases: the Group as lessee

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

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

 
2.7

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.8

Interest income

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

 
2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.10

Borrowing costs

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

Page 19

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.11

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 Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.12

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.


Page 20

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.13

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

Other intangible assets

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

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

 The estimated useful lives range as follows:

Goodwill
-
10
years
Contracts
-
10
years
Computer software
-
10
years

The useful economic life of intangible assets derived from capitalised software development costs is determined to be 10 years from the date of completion of the development process. The UEL of the asset was determined to be 10 years at 31 December 2023 and remains at 10 years at 31 December 2025. The software undergoes continuous enhancements and updates to incorporate new features, functionalities, and improvements. These enhancements extend the utility and economic benefits of the software. By continually updating and enhancing the software, the group mitigates the risk of technological obsolescence. This ensures that the software remains relevant and competitive in the market, thereby preserving its economic value over an extended period. Market analysis and customer feedback indicate sustained revenues from the use of the software over the foreseeable future.

 
2.14

Tangible fixed assets

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

Page 21

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.14
Tangible fixed assets (continued)

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:

Short-term leasehold property
-
20%
straight line
Fixtures and fittings
-
20%
straight line
Office equipment
-
33%
reducing balance

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

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

 
2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.16

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.

For  debtors  not  expected  to  be  fully  recoverable  within  1  year,  such  as  artist  advances,  an appropriate estimate of the amount to be recovered after 1 year is made and the balance disclosed as greater than 1 year.

For those balances still outstanding after 5 years, an appropriate provision is made to cover these
amounts.

 
2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.18

Creditors

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

 
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 Statement of financial position when the Group
Page 22

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.19
Financial instruments (continued)

becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the 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 market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Page 23

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.19
Financial instruments (continued)

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

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the 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

The directors make judgments around the value of accrued income to include in the accounts, along with the associated cost reserve for royalties payable.


4.


Turnover

The whole of the turnover is attributable to the principal activity of the business.

Analysis of turnover by country of destination:

2025
2024
£000
£000

United Kingdom
7,688
12,625

Rest of the world
49,489
53,804

57,177
66,429


Page 24

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

5.


Operating profit/(loss)

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

2025
2024
£000
£000

Exchange differences
299
347

Other operating lease rentals
533
385


6.


Auditor's remuneration

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


2025
2024
£000
£000

Fees payable to the Company's auditor and its associates for the audit of the consolidated and Parent Company's financial statements

39
47

Fees payable to the Company's auditor and its associates in respect of:

Taxation compliance services
5
5

Other non-audit services
5
5

Page 25

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

7.


Employees

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


Group
Group
2025
2024
£000
£000


Wages and salaries
5,864
5,154

Social security costs
775
571

Cost of defined contribution scheme
314
227

6,953
5,952


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


        2025
        2024
            No.
            No.







Management
5
4



Administration
6
5



Royalties and services
78
81



Marketing
3
3



Technology Development
28
23

120
116


8.


Directors' remuneration

2025
2024
£000
£000

Directors' emoluments
514
481

Group contributions to defined contribution pension schemes
14
15

528
496


During the period retirement benefits were accruing to 2 directors (2024 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £298k (2024 - £283k).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2024 - £NIL).

Page 26

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

9.


Interest receivable

2025
2024
£000
£000


Interest receivable from group companies
966
912

966
912


10.


Interest payable and similar expenses

2025
2024
£000
£000


Loans from group undertakings
5
7

5
7


11.


Taxation


2025
2024
£000
£000

Corporation tax


Adjustments in respect of previous periods
5
-


5
-


Total current tax
5
-

Deferred tax


Origination and reversal of timing differences
325
276

Total deferred tax
325
276


Tax on profit
330
276
Page 27

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
 
11.Taxation (continued)


Factors affecting tax charge for the period/year

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

2025
2024
£000
£000


Profit on ordinary activities before tax
1,061
773


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
265
193

Effects of:


Non-tax deductible amortisation of goodwill and impairment
86
86

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
26
16

Capital allowances for period/year in excess of depreciation
8
8

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
5
-

Foreign tax adjustment
(37)
-

Deferred tax prior year
(23)
(27)

Total tax charge for the period/year
330
276


Factors that may affect future tax charges

UK trading losses totalling £6,202k are available to offset against future profits.

Page 28

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

12.


Intangible assets

Group





Contracts
Computer software
Goodwill
Total

£000
£000
£000
£000



Cost


At 1 January 2025
747
5,920
3,420
10,087


Additions
-
1,201
-
1,201



At 31 December 2025

747
7,121
3,420
11,288



Amortisation


At 1 January 2025
124
2,281
1,680
4,085


Charge for the period on owned assets
75
563
340
978



At 31 December 2025

199
2,844
2,020
5,063



Net book value



At 31 December 2025
548
4,277
1,400
6,225



At 31 December 2024
623
3,639
1,740
6,002


The individual intangible assets which are material to the financial statements are as follows:


Net book value
Remaining amortisation period (years)
Group
Group

2025
2024
2025
2024
£000
£000




Computer software

RightsApp system
4,148
3,509
10
10




All of the Group's intangible fixed assets are held by subsidiary companies.

Page 29

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

13.


Tangible fixed assets

Group



Short-term leasehold property
Fixtures and fittings
Office equipment
Total

£000
£000
£000
£000



Cost or valuation


At 1 January 2025
41
326
183
550


Additions
-
46
24
70



At 31 December 2025

41
372
207
620



Depreciation


At 1 January 2025
7
68
97
172


Charge for the period on owned assets
8
61
32
101



At 31 December 2025

15
129
129
273



Net book value



At 31 December 2025
26
243
78
347



At 31 December 2024
35
258
86
379

All of the Group's tangible fixed assets are held by subsidiary companies.

Page 30

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

14.


Fixed asset investments

Company





Investments in subsidiary companies

£000



Cost or valuation


At 1 January 2025
3,068


Disposals
(4)



At 31 December 2025
3,064






Net book value



At 31 December 2025
3,064



At 31 December 2024
3,068


Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Sentric Music Limited
England and Wales
Ordinary
100%


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

IQ Music Limited
England and Wales
Ordinary
100%
Black Rock Publishing Limited
England and Wales
Ordinary
100%
Masstrax Music Limited
England and Wales
Ordinary
100%
Sentric Music Publishing Limited
England and Wales
Ordinary
100%
Sentric Music Publishing Pty Limited
Australia
Ordinary
100%

Page 31

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

15.


Debtors

Group
Group
Company
Company
2025
2024
2025
2024
£000
£000
£000
£000

Due after more than one year

Royalty advances
2,490
2,096
-
-

Other debtors
262
122
-
-

Deferred tax asset
1,279
1,604
-
9

4,031
3,822
-
9


Group
Group
Company
Company
2025
2024
2025
2024
£000
£000
£000
£000

Due within one year

Trade debtors
419
392
-
-

Amounts owed by group undertakings
36,138
20,389
532
4,215

Royalty advances
2,346
1,483
-
-

Other debtors
857
481
-
-

Prepayments and accrued income
38,633
40,182
-
-

78,393
62,927
532
4,215




16.


Cash and cash equivalents

Group
Group
Company
Company
2025
2024
2025
2024
£000
£000
£000
£000

Cash at bank and in hand
6,261
6,762
-
59

Less: bank overdrafts
-
(1)
-
-

6,261
6,761
-
59


Page 32

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

17.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2025
2024
2025
2024
£000
£000
£000
£000

Bank overdrafts
-
1
-
-

Trade creditors
34,962
27,740
-
-

Amounts owed to group undertakings
-
5,775
1,422
5,171

Cost reserve on accrued income
29,926
32,348
-
-

Other taxation and social security
171
372
-
-

Other creditors
18,774
3,016
-
-

Accruals and deferred income
776
1,093
-
-

84,609
70,345
1,422
5,171



18.


Creditors: Amounts falling due after more than one year

Group
Group
2025
2024
£000
£000

Accruals and deferred income
370
-

370
-




Page 33

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

19.


Financial instruments

Group
Group
Company
Company
2025
2024
2025
2024
£000
£000
£000
£000

Financial assets

Financial assets measured at fair value through profit or loss
6,261
6,762
-
59

Financial assets that are debt instruments measured at amortised cost
80,976
64,922
530
4,215

87,237
71,684
530
4,274


Financial liabilities

Financial liabilities measured at amortised cost
(84,803)
(69,915)
-
-


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


Financial assets that are debt instruments measured at amortised cost comprise trade, group and other debtors and accrued income.


Financial liabilities measured at amortised cost comprise bank and other loans, trade, group and other creditors, cost reserve on accrued income and accruals.

Page 34

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

20.


Deferred taxation


Group



2025


£000






At beginning of year
1,604


Charged to profit or loss
(325)



At end of year
1,279

Company


2025


£000






At beginning of year
9


Charged to profit or loss
(9)



At end of year
-
The deferred tax asset is made up as follows:

Group
Group
Company
Company
2025
2024
2025
2024
£000
£000
£000
£000

Accelerated capital allowances
(328)
(342)
-
-

Tax losses carried forward
1,551
1,933
-
9

Short term timing differences
56
13
-
-

1,279
1,604
-
9


Expected reversal of deferred taxation assets and liabilities
The accelerated capital allowances will reverse over the next five years. The short term timing differences will reverse in the next year. The tax losses are expected to reverse within the next two years.

Page 35

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

21.


Share capital

2025
2024
£000
£000
Allotted, called up and fully paid



9,268 (2024 - 9,268) A Ordinary shares of £0.01 each
0.093
0.093
32,007 (2024 - 32,007) B Ordinary shares of £0.01 each
0.320
0.320
89,289 (2024 - 89,289) D Ordinary shares of £0.01 each
0.893
0.893
1 (2024 - 1) E Ordinary share of £0.01
-
-
9,110 (2024 - 9,110) F Ordinary shares of £0.01 each
0.091
0.091
42,988 (2024 - 42,988) G Ordinary shares of £0.01 each
0.430
0.430

1.827

1.827

The rights attaching to each class of share can be found within the Articles of Association of the company, which is freely available at Companies House.



22.


Reserves

Share premium account

The share premium account represents shares issued at above par value.

Capital redemption reserve

The capital redemption reserve represents the share capital cancelled by the company, transferred from the profit and loss reserve in order to prevent a diminution in shareholder value.

Profit and loss account

The profit and loss account is all profit or loss made to date, less dividends declared.


23.


Pension commitments

The Group operates a defined contribution 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 £314k (2024 - £228k). Contributions totalling £4k (2024 - £52k)  were payable to the fund at the reporting date and are included in other creditors.

Page 36

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

24.


Commitments under operating leases

At 31 December 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2025
2024
£000
£000

Not later than 1 year
182
91

Later than 1 year and not later than 5 years
1,063
1,051

Later than 5 years
-
225

1,245
1,367


25.Other financial commitments

The Group is contracted to pay advances to artists in the normal course of business. At the year end, there are £333k (2024 - £337k) of future committed advances. There are further contractually committed advances but the payment of these is dependent on the fulfillment of certain contractual requirements. Accordingly it is not possible to quantify the future commitments that may crystallise.


26.


Related party transactions

During the year, the Group incurred administrative expenses of £81,451 (2024: £nil) in respect of recharged staff and other premises costs from Believe Digital Private Limited, a fellow subsidiary of the Group. An unrealised foreign exchange gain of £261 was recognised on these balances at 31 December 2025, which is included within administrative expenses. At the balance sheet date, £81,190 (2024: £nil) was owed to Believe Digital Private Limited and is included within amounts due to group undertakings. The balance is unsecured, interest-free and repayable on demand.

During the year, the Group received royalty income of £194,586 (2024: £177,229) from Tunecore Japan KK, a fellow subsidiary of the Group. At the balance sheet date, there were no amounts outstanding with Tunecore Japan KK (2024: £nil).

The Company has taken advantage of the exemption under paragraph 33.1A of FRS 102 and has not disclosed transactions with other wholly owned group companies.


27.


Controlling party

The parent company is Believe SA, a company incorporated in France. Believe SA produce consolidated financial statements publicly available from their website at https://www.believe.com /investors/financials

Page 37

 
SENTRIC MUSIC GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025

28.


Subsidiary exemption from audit

The directors consider that the Group is entitled to exemption from the requirement to have an audit of its subsidiary undertakings under the provisions of section 479A of the Companies Act 2006 ("the Act") and members have not required some subsidiaries to obtain an audit for the year in question in accordance with section 476 of the Act.

IQ Music Limited (01863098), Masstrax Music Limited (07403474), Sentric Music Publishing Limited (07763473) and Black Rock Publishing Limited (08499946) have taken advantage of this exemption.

 
Page 38