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REGISTERED NUMBER: 01043134 (England and Wales)




















Group Strategic Report, Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 December 2025

for

Audience Systems Limited

Audience Systems Limited (Registered number: 01043134)






Contents of the Consolidated Financial Statements
for the Year Ended 31 December 2025




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 5

Report of the Independent Auditors 7

Consolidated Income Statement 11

Consolidated Other Comprehensive Income 12

Consolidated Balance Sheet 13

Company Balance Sheet 14

Consolidated Statement of Changes in Equity 15

Company Statement of Changes in Equity 16

Consolidated Cash Flow Statement 17

Notes to the Consolidated Cash Flow Statement 18

Notes to the Consolidated Financial Statements 19


Audience Systems Limited

Company Information
for the Year Ended 31 December 2025







DIRECTORS: S Edgeworth
G Pillinger
H Jinza
K M Sutton





SECRETARY: S Edgeworth





REGISTERED OFFICE: 19b Washington Road
West Wilts Trading Estate
Westbury
BA13 4JP





REGISTERED NUMBER: 01043134 (England and Wales)

Audience Systems Limited (Registered number: 01043134)

Group Strategic Report
for the Year Ended 31 December 2025

The directors present their strategic report of the company and the group for the year ended 31 December 2025.

PRINCIPAL ACTIVITIES AND STRATEGIC BUSINESS REVIEW 2025

Audience Systems Ltd is a wholly owned subsidiary of Kotobuki Seating Japan and, ultimately, Kotobuki Corporation of Japan. The principal activities of the company during the year were the design, manufacture, installation and servicing of telescopic and fixed seating systems.

During 2025 the trading environment was significantly more challenging, both internationally and domestically. Turnover reduced by 10% compared with the prior year, primarily due to the impact of tariffs imposed in North America, which created considerable uncertainty in the US market for our retractable seating products. As a result, the majority of opportunities in that market were either put on hold or awarded to domestic suppliers.

In the UK, the ongoing cost of living crisis continued to impact customer confidence and capital investment decisions. We experienced further delays to order placements and, in some cases, projects were put on hold indefinitely. This pattern was also evident in major arena developments, several of which were either delayed or postponed, leaving the business without a major arena project in manufacture during the year.

Despite these headwinds, the directors remained focused on the long term strength and resilience of the business and continued to invest in key strategic areas. We implemented further upgrades to our powder coating facility to enhance capability, efficiency and environmental performance. We also continued to invest in our people through targeted training, skills development and wellbeing initiatives, recognising that our teams remain central to our ability to respond effectively when market conditions improve.

Our commitment to sustainability continued throughout 2025. We maintained our measurable programme of improvement aligned to the United Nations' 17 Sustainable Development Goals and continued to use the B Corp "B Impact Assessment" tool to measure and monitor our progress. This supports us not only in reducing our environmental footprint, but also in further strengthening our arrangements in relation to wellbeing, equality, ethical conduct and modern slavery.

A key operational milestone in 2025 was the full integration of 3D modelling into our business processes. Our retractable seating manufacturing packages are now driven directly from integrated 3D design data, delivering substantial efficiency gains, improved accuracy and enhanced coordination between design, production and installation.

FINANCIAL KEY PERFORMANCE INDICATORS
We consider that our key performance indicators are those that communicate the financial performance of the business, these being:

Turnover,
Gross profit
Gross profit margin
EBTIDA

In 2025 Audience Systems turnover decreased by 8.27% to £14.53 million (2024: £15.85m). Gross profit has
decreased by 4.97% giving a gross profit margin of £4.8million (2024: £5.08m), which has resulted in an
operating profit of £420,418 (2024: £752,583), which is a decrease of 43% with an EBITDA of £651,050
(2024: £979,777)

OTHER KEY PERFORMANCE INDICATORS
In common with many manufacturing businesses the company uses a variety of production related indicators that measures its efficiency of its staff and processes. These are considered commercially sensitive and thus the directors have taken advantage of the exemption for medium sized companies not to disclose non-financial key performance indicators under section 417(7) of the Companies Act 2006.

DIVIDENDS
The directors are satisfied that the company remains in a sound financial position despite the more challenging trading conditions in 2025. Having considered the performance for the year and the ongoing investment needs of the business, the directors have not recommended a dividend to be paid.

Audience Systems Limited (Registered number: 01043134)

Group Strategic Report
for the Year Ended 31 December 2025


BROAD OBJECTIVES 2026
Throughout 2026, the directors of Audience Systems will continue to focus on improving performance and positioning the company to benefit from recovery and growth in its key markets. This will be undertaken while concentrating on our core strategies and activities and remaining aligned with our five year plan, which supports the wider Kotobuki group strategy and its clear strategic vision.

We will continue to invest selectively in our business to strengthen our foundations and support future growth. Priorities include further development of our product portfolio, continued enhancement of our digital design and manufacturing capabilities, and ongoing investment in our people, with a focus on skills, engagement, inclusion and wellbeing.

We remain committed to integrating sustainability into every part of our company and will continue to measure and manage our progress against the UN's 17 Sustainable Development Goals, using the B Impact Assessment as a key monitoring tool.

PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks faced by the company and the group and their policies in relation to those risks are as follows:

Cash flow Risk
The company monitors cash flow through detailed short , medium and long term forecasts, which are reviewed regularly to alert the directors to any potential future risks, particularly in periods of reduced activity. It is the company's policy to ensure that any forecast funding requirements can be met from available facilities, if required, and that adequate headroom is maintained.

Credit Risk
Credit risk is the financial exposure generated by the potential default of third parties in fulfilling their obligations. Credit risk arises if it is unable to recover sums due from its clients. Credit risk is mitigated by stringent financial checks and credit control and backed up by strict payments terms. The company reviews debts outstanding in comparison with agreed credit limits and payment terms.

Currency Risk.
The company is exposed to foreign exchange risk on sales and purchases denominated in currencies other than sterling. This exposure is monitored and managed to protect against adverse movements in exchange rates, including, where appropriate, the use of natural hedging and other risk mitigation measures.

Audience Systems Limited (Registered number: 01043134)

Group Strategic Report
for the Year Ended 31 December 2025


Inflationary Risk
The period between contract inception and final completion can be lengthy and exposes the company to inflationary pressures on materials, labour and subcontracted services, which may impact gross profit. Our pricing structure and contractual terms are reviewed on an ongoing basis to capture and, where possible, mitigate potential cost increases, including through indexation, early purchasing and supplier negotiation.

Market and Competition Risk
The seating market remains competitive and, in 2025, was further affected by external factors such as North American tariffs and reduced UK investment caused by the cost of living crisis. These conditions increased pricing pressure and contributed to delays and cancellations of projects. The company mitigates these risks through continued investment in product innovation, quality, customer service and operational efficiency, and by maintaining strong relationships with a diversified customer base across different markets. The company also benefits from the scale, global presence, technology and reputation of its parent undertaking, Kotobuki Seating Japan, one of the leading companies in the global seating industry.

ON BEHALF OF THE BOARD:




G Pillinger - Director


8 September 2026

Audience Systems Limited (Registered number: 01043134)

Report of the Directors
for the Year Ended 31 December 2025

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

DIVIDENDS
Interim dividends per share were paid as follows:
Ordinary shares 1.00 shares 30.4p - 20 February 2025
A Redeemable Preference Shares 1.00 shares 30.4p - 20 February 2025
B Redeemable Preference Shares 1.00 shares 30.4p - 20 February 2025


The directors recommend that no final dividends be paid.

The total distribution of dividends for the year ended 31 December 2025 will be £ 915,609 .

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

S Edgeworth
G Pillinger
H Jinza

Other changes in directors holding office are as follows:

K M Sutton was appointed as a director after 31 December 2025 but prior to the date of this report.

S Fukasawa ceased to be a director after 31 December 2025 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

Audience Systems Limited (Registered number: 01043134)

Report of the Directors
for the Year Ended 31 December 2025


AUDITORS
The auditors, Sumer Auditco Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





G Pillinger - Director


8 September 2026

Report of the Independent Auditors to the Members of
Audience Systems Limited

Opinion
We have audited the financial statements of Audience Systems Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, 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 affairs as at 31 December 2025 and of the group's profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC'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 and 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.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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.

Opinions 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Audience Systems Limited


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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page five, 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 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.

Report of the Independent Auditors to the Members of
Audience Systems Limited


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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the Group and industry, we identified that the principal risks of non-compliance with laws and regulations related to health and safety, anti-bribery, employment law and company legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements of the . We Group also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and taxation legislation. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue or reduce expenditure, and management bias in accounting estimates and judgemental areas of the financial statements. Audit procedures performed by the audit engagement team included:

- Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud;
- Understanding of management’s internal controls designed to prevent and detect irregularities, and fraud;
- Reviewing the Group’s legal costs to check for non-compliance with laws and regulations and fraud;
- Reviewing Board of Directors minutes;
- Review of tax compliance with the involvement of our tax specialists in the audit;
- Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing of expenses;
-Testing transactions entered into outside of the normal course of the Group’s business; and
-Identifying and testing journal entries, in particular any journal entries with fraud characteristics

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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 Report of the Auditors.

Report of the Independent Auditors to the Members of
Audience Systems Limited


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 a Report of the Auditors 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.




Martin Longmore (Senior Statutory Auditor)
for and on behalf of Sumer Auditco Limited
Statutory Auditor
Chartered Accountants
Lennox House
3 Pierrepont Street
Bath
Somerset
BA1 1LB

9 September 2026

Audience Systems Limited (Registered number: 01043134)

Consolidated
Income Statement
for the Year Ended 31 December 2025

2025 2024
Notes £    £    £    £   

TURNOVER 5 14,535,895 15,847,167

Cost of sales 9,503,379 10,487,514
GROSS PROFIT 5,032,516 5,359,653

Distribution costs 658,888 701,352
Administrative expenses 3,924,860 3,769,577
4,583,748 4,470,929
448,768 888,724

Other operating income 30,000 -
OPERATING PROFIT 7 478,768 888,724


Interest payable and similar expenses 8 - 143
PROFIT BEFORE TAXATION 478,768 888,581

Tax on profit 9 149,107 239,417
PROFIT FOR THE FINANCIAL YEAR 329,661 649,164
Profit attributable to:
Owners of the parent 329,661 649,164

Audience Systems Limited (Registered number: 01043134)

Consolidated
Other Comprehensive Income
for the Year Ended 31 December 2025

2025 2024
Notes £    £   

PROFIT FOR THE YEAR 329,661 649,164


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

329,661

649,164

Total comprehensive income attributable to:
Owners of the parent 329,661 649,164

Audience Systems Limited (Registered number: 01043134)

Consolidated Balance Sheet
31 December 2025

2025 2024
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 12 357,214 396,974
Tangible assets 13 1,015,478 975,537
Investments 14 - -
1,372,692 1,372,511

CURRENT ASSETS
Stocks 15 1,097,131 1,531,096
Debtors 16 3,651,327 4,880,826
Cash at bank and in hand 1,584,419 775,458
6,332,877 7,187,380
CREDITORS
Amounts falling due within one year 17 2,792,637 3,100,192
NET CURRENT ASSETS 3,540,240 4,087,188
TOTAL ASSETS LESS CURRENT
LIABILITIES

4,912,932

5,459,699

PROVISIONS FOR LIABILITIES 20 187,166 147,985
NET ASSETS 4,725,766 5,311,714

CAPITAL AND RESERVES
Called up share capital 21 3,011,871 3,011,871
Revaluation reserve 22 169,282 169,282
Retained earnings 22 1,544,613 2,130,561
SHAREHOLDERS' FUNDS 4,725,766 5,311,714

The financial statements were approved by the Board of Directors and authorised for issue on 8 September 2026 and were signed on its behalf by:





G Pillinger - Director


Audience Systems Limited (Registered number: 01043134)

Company Balance Sheet
31 December 2025

2025 2024
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 12 357,214 396,974
Tangible assets 13 1,001,169 966,964
Investments 14 12,000 12,000
1,370,383 1,375,938

CURRENT ASSETS
Stocks 15 1,051,121 1,428,966
Debtors 16 3,643,806 4,786,253
Cash at bank and in hand 1,526,234 721,013
6,221,161 6,936,232
CREDITORS
Amounts falling due within one year 17 2,675,919 2,803,530
NET CURRENT ASSETS 3,545,242 4,132,702
TOTAL ASSETS LESS CURRENT
LIABILITIES

4,915,625

5,508,640

PROVISIONS FOR LIABILITIES 20 189,442 152,722
NET ASSETS 4,726,183 5,355,918

CAPITAL AND RESERVES
Called up share capital 21 3,011,871 3,011,871
Revaluation reserve 22 169,282 169,282
Retained earnings 22 1,545,030 2,174,765
SHAREHOLDERS' FUNDS 4,726,183 5,355,918

Company's profit for the financial year 285,874 552,819

The financial statements were approved by the Board of Directors and authorised for issue on 8 September 2026 and were signed on its behalf by:





G Pillinger - Director


Audience Systems Limited (Registered number: 01043134)

Consolidated Statement of Changes in Equity
for the Year Ended 31 December 2025

Called up
share Retained Revaluation Total
capital earnings reserve equity
£    £    £    £   
Balance at 1 January 2024 3,011,871 1,481,397 169,282 4,662,550

Changes in equity
Total comprehensive income - 649,164 - 649,164
Balance at 31 December 2024 3,011,871 2,130,561 169,282 5,311,714

Changes in equity
Dividends - (915,609 ) - (915,609 )
Total comprehensive income - 329,661 - 329,661
Balance at 31 December 2025 3,011,871 1,544,613 169,282 4,725,766

Audience Systems Limited (Registered number: 01043134)

Company Statement of Changes in Equity
for the Year Ended 31 December 2025

Called up
share Retained Revaluation Total
capital earnings reserve equity
£    £    £    £   
Balance at 1 January 2024 3,011,871 1,621,946 169,282 4,803,099

Changes in equity
Total comprehensive income - 552,819 - 552,819
Balance at 31 December 2024 3,011,871 2,174,765 169,282 5,355,918

Changes in equity
Dividends - (915,609 ) - (915,609 )
Total comprehensive income - 285,874 - 285,874
Balance at 31 December 2025 3,011,871 1,545,030 169,282 4,726,183

Audience Systems Limited (Registered number: 01043134)

Consolidated Cash Flow Statement
for the Year Ended 31 December 2025

2025 2024
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 2,077,952 (265,981 )
Interest paid - (143 )
Tax paid (118,899 ) -
Net cash from operating activities 1,959,053 (266,124 )

Cash flows from investing activities
Purchase of tangible fixed assets (234,483 ) (208,235 )
Sale of tangible fixed assets - 6,000
Net cash from investing activities (234,483 ) (202,235 )

Cash flows from financing activities
Equity dividends paid (915,609 ) -
Net cash from financing activities (915,609 ) -

Increase/(decrease) in cash and cash equivalents 808,961 (468,359 )
Cash and cash equivalents at
beginning of year

2

775,458

1,243,817

Cash and cash equivalents at end of
year

2

1,584,419

775,458

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Cash Flow Statement
for the Year Ended 31 December 2025

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS

2025 2024
£    £   
Profit before taxation 478,768 888,581
Depreciation charges 234,302 224,019
Profit on disposal of fixed assets - (3,969 )
(Decrease)/Increase in deferred income - (60,473 )
Finance costs - 143
713,070 1,048,301
Decrease/(increase) in stocks 433,965 (89,162 )
Decrease/(increase) in trade and other debtors 1,228,664 (131,560 )
Decrease in trade and other creditors (297,747 ) (1,093,560 )
Cash generated from operations 2,077,952 (265,981 )

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2025
31.12.25 1.1.25
£    £   
Cash and cash equivalents 1,584,419 775,458
Year ended 31 December 2024
31.12.24 1.1.24
£    £   
Cash and cash equivalents 775,458 1,243,817


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25 Cash flow At 31.12.25
£    £    £   
Net cash
Cash at bank and in hand 775,458 808,961 1,584,419
775,458 808,961 1,584,419
Total 775,458 808,961 1,584,419

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements
for the Year Ended 31 December 2025

1. STATUTORY INFORMATION

Audience Systems Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
The principal accounting policies applied in the preparation of these financial statements are set out below.
These policies have been consistently applied to all the years presented, unless otherwise stated.

Functional and presentation currency
The company's functional and presentation currency is Sterling (£).

Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services
provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

Intangible assets
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software 25% straight line
Development costs 33% straight line
Other software 10% straight line
Trademarks 5% straight line

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

3. ACCOUNTING POLICIES - continued

Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings Over remaining life of the lease
Plant and equipment25% reducing balance
Tooling10% straight line
Fixtures and fittings25% reducing balance
Computer equipment Straight line over 4 years
Motor vehicles25% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement
cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks
over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

3. ACCOUNTING POLICIES - continued

Investments in subsidiaries
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate. Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

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

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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was
recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

3. ACCOUNTING POLICIES - continued
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual
arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

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

Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Taxation
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.


Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

3. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Research and development
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial feasibility feasibility can be demonstrated.

Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Hire purchase and leasing commitments
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

4. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company’s accounting policies, the directors are required to make judgements,
estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods..

Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Doubtful debts
The directors have reviewed all significant debts on a case by case basis and have made a provision for doubtful debts based upon their knowledge of both the specific customer and the current economic conditions within the industry.

Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Depreciation and amortisation
The directors use their knowledge of the business and the industry to estimate the useful life and residual value of property, plant and equipment in order to arrive at applicable depreciation and amortisation rates. In accordance with Section 17 of FRS 102, the directors review and update these estimates if there are indicators that current estimates should change.

It must be noted that there is inherent uncertainty within these estimates as factors such as unexpected wear and tear, technological advancements and changes in market prices may result in future changes to the appropriate rate of depreciation and amortisation. The carrying value of property, plant and equipment at the balance sheet date is set out in the notes to these financial statements.

Contracts
The company has a number of contracts which requires the company to exercise judgement over contractual entitlements. The range of potential outcomes in future financial periods could result in a material positive or negative movement to underlying profitability and cash flow.

Estimates are made and re-evaluated at each reporting date as to the quantum and timing of liabilities arising from complete contracts. The carrying value of amounts recoverable on contracts at the balance sheet date is set out in the notes to these financial statements.

5. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the group.

An analysis of turnover by class of business is given below:

2025 2024
£    £   
Goods 11,442,311 12,778,741
Services 3,093,584 3,068,426
14,535,895 15,847,167

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

5. TURNOVER - continued

An analysis of turnover by geographical market is given below:

2025 2024
£    £   
United Kingdom 8,169,279 8,924,348
North America 2,629,024 2,710,966
Rest of the world 3,737,592 4,211,853
14,535,895 15,847,167

6. EMPLOYEES AND DIRECTORS
2025 2024
£    £   
Wages and salaries 4,659,473 4,728,832
Social security costs 542,047 438,143
Other pension costs 239,430 175,337
5,440,950 5,342,312

The average number of employees during the year was as follows:
2025 2024

Production 92 98
Other departments 38 40
130 138

2025 2024
£    £   
Directors' remuneration 222,783 273,280
Directors' pension contributions to money purchase schemes 80,472 18,729

Information regarding the highest paid director is as follows:
2025 2024
£    £   
Emoluments ect 111,245 156,818
Pension contributions on money purchase schemes 63,222 10,729

7. OPERATING PROFIT

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

2025 2024
£    £   
Other operating leases 305,705 306,699
Depreciation - owned assets 194,542 183,671
Profit on disposal of fixed assets - (3,969 )
Patents and licences amortisation 25,000 25,000
Development costs amortisation 2,392 3,280
Computer software amortisation 12,368 12,067
Auditors' remuneration 19,500 17,240
Foreign exchange differences 53,760 21,291
Accountancy 12,400 -

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

8. INTEREST PAYABLE AND SIMILAR EXPENSES
2025 2024
£    £   
Bank interest - 143

9. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2025 2024
£    £   
Current tax:
UK corporation tax 109,926 46,899

Deferred tax 39,181 192,518
Tax on profit 149,107 239,417

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025 2024
£    £   
Profit before tax 478,768 888,581
Profit multiplied by the standard rate of corporation tax in the UK of
25 % (2024 - 25 %)

119,692

222,145

Effects of:
Expenses not deductible for tax purposes 59,792 44,608
Capital allowances in excess of depreciation (24,968 ) -
Depreciation in excess of capital allowances - 27,090
tax purposes
Added back expenses for tax purposes (44,590 ) (42,231 )
excess of capital allowances
Deferred tax 39,181 192,518

Tax losses utilised in the year - (204,713 )
Total tax charge 149,107 239,417

10. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements.


Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

11. DIVIDENDS
2025 2024
£    £   
Ordinary shares shares of 1.00 each
Interim 288,457 -
A Redeemable Preference Shares shares of 1.00 each
Interim 79,952 -
B Redeemable Preference Shares shares of 1.00 each
Interim 547,200 -
915,609 -

12. INTANGIBLE FIXED ASSETS

Group
Patents
and Development Computer
licences costs software Totals
£    £    £    £   
COST
At 1 January 2025
and 31 December 2025 500,000 358,621 261,706 1,120,327
AMORTISATION
At 1 January 2025 175,000 350,356 197,997 723,353
Amortisation for year 25,000 2,392 12,368 39,760
At 31 December 2025 200,000 352,748 210,365 763,113
NET BOOK VALUE
At 31 December 2025 300,000 5,873 51,341 357,214
At 31 December 2024 325,000 8,265 63,709 396,974

Company
Patents
and Development Computer
licences costs software Totals
£    £    £    £   
COST
At 1 January 2025
and 31 December 2025 500,000 358,621 261,706 1,120,327
AMORTISATION
At 1 January 2025 175,000 350,356 197,997 723,353
Amortisation for year 25,000 2,392 12,368 39,760
At 31 December 2025 200,000 352,748 210,365 763,113
NET BOOK VALUE
At 31 December 2025 300,000 5,873 51,341 357,214
At 31 December 2024 325,000 8,265 63,709 396,974

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

13. TANGIBLE FIXED ASSETS

Group
Long
leasehold
and
assets Improvements
under to Plant and
construction property machinery
£    £    £   
COST
At 1 January 2025 488,478 38,038 1,935,700
Additions 114,978 - 93,029
Disposals - - (54,654 )
Reclassification/transfer (91,792 ) - 91,792
At 31 December 2025 511,664 38,038 2,065,867
DEPRECIATION
At 1 January 2025 224,836 38,038 1,456,581
Charge for year 12,959 - 90,205
Eliminated on disposal - - (54,654 )
At 31 December 2025 237,795 38,038 1,492,132
NET BOOK VALUE
At 31 December 2025 273,869 - 573,735
At 31 December 2024 263,642 - 479,119

Fixtures
and Motor Computer
fittings vehicles equipment Totals
£    £    £    £   
COST
At 1 January 2025 410,734 302,437 242,192 3,417,579
Additions 5,915 - 20,561 234,483
Disposals - - (113,700 ) (168,354 )
Reclassification/transfer - - - -
At 31 December 2025 416,649 302,437 149,053 3,483,708
DEPRECIATION
At 1 January 2025 335,510 175,213 211,864 2,442,042
Charge for year 39,652 36,868 14,858 194,542
Eliminated on disposal - - (113,700 ) (168,354 )
At 31 December 2025 375,162 212,081 113,022 2,468,230
NET BOOK VALUE
At 31 December 2025 41,487 90,356 36,031 1,015,478
At 31 December 2024 75,224 127,224 30,328 975,537

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

13. TANGIBLE FIXED ASSETS - continued

Company
Long
leasehold
and
assets Fixtures
under Plant and and
construction machinery fittings
£    £    £   
COST
At 1 January 2025 488,478 1,896,608 390,983
Additions 114,978 88,940 2,090
Disposals - (54,654 ) -
Reclassification/transfer (91,792 ) 91,792 -
At 31 December 2025 511,664 2,022,686 393,073
DEPRECIATION
At 1 January 2025 224,836 1,422,652 319,169
Charge for year 12,959 88,317 38,242
Eliminated on disposal - (54,654 ) -
At 31 December 2025 237,795 1,456,315 357,411
NET BOOK VALUE
At 31 December 2025 273,869 566,371 35,662
At 31 December 2024 263,642 473,956 71,814

Motor Computer
vehicles equipment Totals
£    £    £   
COST
At 1 January 2025 302,437 242,192 3,320,698
Additions - 19,067 225,075
Disposals - (113,700 ) (168,354 )
Reclassification/transfer - - -
At 31 December 2025 302,437 147,559 3,377,419
DEPRECIATION
At 1 January 2025 175,213 211,864 2,353,734
Charge for year 36,868 14,484 190,870
Eliminated on disposal - (113,700 ) (168,354 )
At 31 December 2025 212,081 112,648 2,376,250
NET BOOK VALUE
At 31 December 2025 90,356 34,911 1,001,169
At 31 December 2024 127,224 30,328 966,964

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

14. FIXED ASSET INVESTMENTS

Company


Shares in
group
undertaking
£
COST
At 1 January 2024 12,000

At 31 December 2024 12,000
NET BOOK VALUE
At 31 December 2024 12,000
At 31 December 2023 12,000


The company's subsidiaries at the balance sheet date included in the consolidated accounts are the following:



Company name


Registered office


Nature of business
Class of
shares
held


% Held
Audience
Upholstery Limited
19b Washington Road,
West Wilts Trading
Estate,Westbury, England,
BA13 4JP
Furniture
manufacture
A
Ordinary
100%

15. STOCKS

Group Company
2025 2024 2025 2024
£    £    £    £   
Stocks 1,035,896 1,353,759 1,007,929 1,310,739
Work-in-progress 61,235 177,337 43,192 118,227
1,097,131 1,531,096 1,051,121 1,428,966

16. DEBTORS

Group Company
2025 2024 2025 2024
£    £    £    £   
Amounts falling due within one year:
Trade debtors 2,012,967 2,017,300 2,009,523 2,017,300
Amounts owed by group undertakings 69,382 956,817 69,184 873,273
Other debtors 2,411 13,045 2,411 13,045
VAT - 46,445 - 46,445
Prepayments and accrued income 1,504,363 1,785,015 1,500,484 1,773,986
3,589,123 4,818,622 3,581,602 4,724,049

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

16. DEBTORS - continued

Group Company
2025 2024 2025 2024
£    £    £    £   
Amounts falling due after more than one year:
Other debtors 62,204 62,204 62,204 62,204

Aggregate amounts 3,651,327 4,880,826 3,643,806 4,786,253

17. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2025 2024 2025 2024
£    £    £    £   
Trade creditors 433,413 507,199 410,415 468,971
Amounts owed to group undertakings 14,298 164,498 13,015 3,353
Tax 37,926 46,899 25,824 46,899
Social security and other taxes 111,068 96,371 104,966 91,075
VAT 206,924 - 206,924 -
Other creditors 54,933 17,270 53,256 15,909
Accruals and deferred income 1,934,075 2,267,955 1,861,519 2,177,323
2,792,637 3,100,192 2,675,919 2,803,530

18. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Non-cancellable
operating leases
2025 2024
£    £   
Within one year 325,053 265,009
Between one and five years 955,734 944,702
In more than five years 3,549,185 3,745,585
4,829,972 4,955,296

Company
Non-cancellable
operating leases
2025 2024
£    £   
Within one year 296,353 236,309
Between one and five years 912,684 872,952
In more than five years 3,549,185 3,745,585
4,758,222 4,854,846

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

19. FINANCIAL INSTRUMENTS

The carrying value of the company's financial assets and liabilities are summarised by category below:

2024 2024
£ £
Financial Assets
Measured at undiscounted amount receivable
- Trade and other debtors and accrued income 3,630,791 4,658,236
- Cash at bank and at hand 1,526,234 775,459
5,157,025 5,433,695

Financial liabilities
Measured at undiscounted amount payable
- Trade and other creditors (2,430,155 ) (2,916,700 )
(2,430,155 ) (2,916,700 )

Exposure to foreign currency, credit, liquidity and cash flow interest rate risks arises in the normal course of the company's business. These risks are limited by the company's financial management policies and practices described below.

Foreign currency risk
The company has limited exposure to foreign currency risk. Substantially all of the company's sales and purchases are denominated in sterling.

Credit risk and market risk
The company is at risk from its customers defaulting in making payments for goods that have been supplied to them.

Liquidity risk
The directors have ultimate responsibility for liquidity risk management in maintaining adequate reserves. They do this by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

Cash flow interest rate risk
The company is exposed to interest rate risk through the impact of rate changes on interest-bearing borrowings. The company's policy is to obtain the most favourable interest rates available for its borrowings.

The company has no significant interest-bearing assets and liabilities.

The company does not use any derivative instruments to reduce its economic exposure to changes in interest rates.

20. PROVISIONS FOR LIABILITIES

Group Company
2025 2024 2025 2024
£    £    £    £   
Deferred tax 187,166 147,985 189,442 152,722

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

20. PROVISIONS FOR LIABILITIES - continued

Group
Deferred
tax
£   
Balance at 1 January 2025 147,985
Provided during year 39,181
Balance at 31 December 2025 187,166

Company
Deferred
tax
£   
Balance at 1 January 2025 152,722
Short term timing differences (19,989 )
Accelerated capital allowances 56,709
Balance at 31 December 2025 189,442

21. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2025 2024
value: £    £   
948,871 Ordinary shares 1.00 948,871 948,871
263,000 A Redeemable Preference Shares 1.00 263,000 263,000
1,800,000 B Redeemable Preference Shares 1.00 1,800,000 1,800,000
3,011,871 3,011,871

The company has one class of ordinary shares which entitle the holder to one vote each, to receive dividends and capital distributions on a winding up in proportion to the amount paid up on each share. Additionally, the company has in issue 2,063,000 redeemable preference shares of £1 each. These shares are redeemable at the option of the company and do not carry voting rights.

22. RESERVES

Group
Retained Revaluation
earnings reserve Totals
£    £    £   

At 1 January 2025 2,130,561 169,282 2,299,843
Profit for the year 329,661 329,661
Dividends (915,609 ) (915,609 )
At 31 December 2025 1,544,613 169,282 1,713,895

Audience Systems Limited (Registered number: 01043134)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2025

22. RESERVES - continued

Company
Retained Revaluation
earnings reserve Totals
£    £    £   

At 1 January 2025 2,174,765 169,282 2,344,047
Profit for the year 285,874 285,874
Dividends (915,609 ) (915,609 )
At 31 December 2025 1,545,030 169,282 1,714,312


23. CAPITAL COMMITMENTS

As at 31 December 2025, the company had capital commitments relating to plant and machinery amounting to £86,338.

24. RELATED PARTY DISCLOSURES

Entities with control, joint control or significant influence over the entity
2025 2024
£    £   
Sales 101,418 -
Purchases 235,700 -
Amount due from related party 33,814 415,125

Entities over which the entity has control, joint control or significant influence
2025 2024
£    £   
Sales 69,600 69,600
Purchases 903,825 1,206,706
Amount due from related party 1,085 89,246

Other related parties
2025 2024
£    £   
Sales 656,460 1,220,542
Purchases 55,309 79,643
Amount due from related party 21,271 273,421