SINE Group Limited
Annual Report and Financial Statements
For the year ended 31 December 2025
Company Registration No. 09400338 (England and Wales)
SINE Group Limited
Company Information
Directors
J Dale
K Gill
M O'Keefe
R Price
C Satterthwaite
Company number
09400338
Registered office
180 Strand, Floor 2
1 Surrey Street
London, Greater London
England
WC2R 1EA
Auditor
Moore Kingston Smith LLP
Charlotte Building
17 Gresse Street
London
W1T 1QL
SINE Group Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 10
Group statement of comprehensive income
11
Group balance sheet
12
Company balance sheet
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Notes to the financial statements
17 - 38
SINE Group Limited
Strategic Report
For the year ended 31 December 2025
Page 1

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

Review of the business

The year to 31 December 2025 was a period of considerable change for the Group. During the year, the Group continued to invest in its expansion into the US market, broadened its client base, and restructured its team to better align the business for the future. These changes are reflected in the loss reported for the year, although the Group returned to profitability in October 2025 and has traded profitably every month since.

 

The Group's business continues to be built around long-term client relationships in the UK and US, which reduce its reliance on any single client or production.

 

The Group continued to invest in proprietary technology, data and AI capabilities designed to improve client performance, operational efficiency and the breadth of services it provides.

 

Financial review and key performance indicators

KPIs
2025 £
2024 £
Turnover
28,421,754
25,759,186
Gross profit
5,800,179
5,597,221
Operating profit/ (loss)
(601,064)
(1,306,066)
Gross profit margin (%)
20.41%
21.73%

Group revenue grew 10.3% to approximately £28.4 million (FY2024: £25.8 million), at a broadly stable gross margin of c.20.4% (FY2024: 21.7%). Overheads in both years reflect a significant one-off cost associated with the Group's restructuring, described in the Business Review. Excluding this cost, the Board considers that underlying trading improved significantly during the year.

 

The Board closely monitors these financial indicators alongside overheads and the performance of the Group's individual service lines and client contracts.

 

Principal risks and uncertainties

As with other businesses in its sector, the Group is exposed to a range of macro-economic factors, including the general economic climate in the UK and, increasingly, the US. The Group's long-term client relationships provide a source of revenue stability, although like many companies of a similar size, a meaningful share of revenue remains concentrated in a small number of large contracts. The Group's US operations also expose it to movements in the GBP/USD exchange rate, substantially mitigated by revenue and costs predominantly matched in USD.

 

Outlook

The Board enters the 2026 financial year with confidence, having sustained month-on-month profitability since the year end. The changes made over the past two years have left the Group in a stronger position: more diversified geographically and across longer-term client relationships. Looking ahead, the Group has its broadest new business pipeline to date, with significant potential to expand further across North America and Europe.

SINE Group Limited
Strategic Report (Continued)
For the year ended 31 December 2025
Page 2

On behalf of the board

J Dale
Director
16 September 2026
SINE Group Limited
Directors' Report
For the year ended 31 December 2025
Page 3

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

Principal activities

The principal activity of the company and group continued to be that of a media buying agency.

Results and dividends

The results for the year are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

J Dale
K Gill
F Matthews
(Resigned 29 December 2025)
M O'Keefe
R Price
C Satterthwaite
Financial risk management

The Group's principal financial risks are foreign exchange, credit, liquidity and cash flow risk. Its US operations expose it to movements in the GBP/USD exchange rate, substantially mitigated by a natural hedge as US revenue and costs are predominantly matched in the same currency. The Group is exposed to credit risk in respect of amounts due from clients, managed through its credit control procedures, and to price risk, which is not considered significant. Liquidity and cash flow risk are managed by monitoring cash flow forecasts on an ongoing basis to ensure sufficient funds are available to meet obligations as they fall due.

Research and development

The Group has an active research and development programme, principally in the development of proprietary technology, data and AI capabilities.

Post reporting date events

Subsequent to the year end, the Group acquired all of the trade and assets of a PR & consultancy agency.

Auditor

Moore Kingston Smith LLP were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Strategic report

The grouptrue has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

SINE Group Limited
Directors' Report (Continued)
For the year ended 31 December 2025
Page 4
Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to groups and companies entitled to the exemptions of the medium companies regime.

On behalf of the board
J Dale
Director
16 September 2026
SINE Group Limited
Directors' Responsibilities Statement
For the year ended 31 December 2025
Page 5

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company 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 group and parent company, and of the profit or loss of the group for that period.

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent company, 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 group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

SINE Group Limited
Independent Auditor's Report
To the Members of SINE Group Limited
Page 6
Opinion

We have audited the financial statements of Sine Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Group Statement of Comprehensive Income, the Group Balance Sheet, the Company Balance Sheet, the Group Statement of Changes in Equity, the Company Statement of Changes in Equity, the Group Statement of Cash Flows and notes to the financial statements, including 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:

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 and parent company 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 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 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.

SINE Group Limited
Independent Auditor's Report (Continued)
To the Members of SINE Group Limited
Page 7

Opinions on other matters prescribed by the Companies Act 2006

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

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 their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

SINE Group Limited
Independent Auditor's Report (Continued)
To the Members of SINE Group Limited
Page 8
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 financial statements.

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

SINE Group Limited
Independent Auditor's Report (Continued)
To the Members of SINE Group Limited
Page 9

Explanation as to what extent the audit was considered capable of detecting irregularities, including

fraud

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 of 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 to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

 

Our approach was as follows:

Ÿ

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. 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.

Other matters which we are required to address

The comparative figures in the financial statements of SINE Group Limited were not audited as the Group did not require a statutory audit under the Companies Act 2006 in the prior year.

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

SINE Group Limited
Independent Auditor's Report (Continued)
To the Members of SINE Group Limited
Page 10
Callum Gritt (Senior Statutory Auditor)
16 September 2026
for and on behalf of Moore Kingston Smith LLP
Chartered Accountants
Charlotte Building
17 Gresse Street
London
W1T 1QL
SINE Group Limited
Group Statement of Comprehensive Income
For the year ended 31 December 2025
Page 11
2025
2024 (unaudited)
Notes
£
£
Turnover
3
28,421,754
25,759,186
Cost of sales
(22,621,575)
(20,161,965)
Gross profit
5,800,179
5,597,221
Administrative expenses
(6,523,913)
(6,935,373)
Other operating income
122,670
32,086
Operating loss
4
(601,064)
(1,306,066)
Share of profits of associates
39,177
15,098
Interest receivable and similar income
7
33,165
39,270
Interest payable and similar expenses
8
693
37,914
Loss before taxation
(528,029)
(1,213,784)
Tax on loss
9
(43,832)
78,813
Loss for the financial year
(571,861)
(1,134,971)
Other comprehensive income
Currency translation loss taken to retained earnings
(33,289)
(12,526)
Total comprehensive income for the year
(605,150)
(1,147,497)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
SINE Group Limited
Group Balance Sheet
As at 31 December 2025
Page 12
2025
2024 (unaudited)
Notes
£
£
£
£
Fixed assets
Intangible assets
10
81,403
74,590
Tangible assets
11
210,458
282,806
Investments
12
54,325
15,148
346,186
372,544
Current assets
Debtors
15
3,484,312
2,624,002
Cash at bank and in hand
944,533
1,675,231
4,428,845
4,299,233
Creditors: amounts falling due within one year
16
(4,272,218)
(3,567,997)
Net current assets
156,627
731,236
Total assets less current liabilities
502,813
1,103,780
Creditors: amounts falling due after more than one year
17
(152,389)
(148,219)
Provisions for liabilities
Provisions
20
(101,820)
(101,820)
Deferred tax liability
21
(43,215)
(43,215)
(145,035)
(145,035)
Net assets
205,389
810,526
Capital and reserves
Called up share capital
24
1,652
1,683
Share premium account
2,047,710
2,047,710
Capital redemption reserve
44
-
0
Profit and loss reserves
(1,844,017)
(1,238,867)
Total equity
205,389
810,526

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 16 September 2026 and are signed on its behalf by:
16 September 2026
R Price
Director
Company Registration No. 09400338
SINE Group Limited
Company Balance Sheet
As at 31 December 2025
Page 13
2025
2024 (unaudited)
Notes
£
£
£
£
Fixed assets
Intangible assets
10
81,403
74,590
Investments
12
1,312
1,312
82,715
75,902
Current assets
Debtors
15
34,965
149,823
Cash at bank and in hand
13,244
575,355
48,209
725,178
Creditors: amounts falling due within one year
16
(359,012)
(264,968)
Net current (liabilities)/assets
(310,803)
460,210
Net (liabilities)/assets
(228,088)
536,112
Capital and reserves
Called up share capital
24
1,652
1,683
Share premium account
2,047,710
2,047,710
Capital redemption reserve
44
-
0
Profit and loss reserves
(2,277,494)
(1,513,281)
Total equity
(228,088)
536,112

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £764,213 (2024 (unaudited) - £1,122,510 loss).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 16 September 2026 and are signed on its behalf by:
16 September 2026
R Price
Director
Company Registration No. 09400338
SINE Group Limited
Group Statement of Changes in Equity
For the year ended 31 December 2025
Page 14
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2024
1,151
159,745
-
0
(91,370)
69,526
Year ended 31 December 2024:
Loss for the year
-
-
-
(1,134,971)
(1,134,971)
Other comprehensive income:
Currency translation differences
-
-
-
(12,526)
(12,526)
Total comprehensive income
-
-
-
(1,147,497)
(1,147,497)
Issue of share capital
24
532
1,887,965
-
-
1,888,497
Balance at 31 December 2024
1,683
2,047,710
-
0
(1,238,867)
810,526
Year ended 31 December 2025:
Loss for the year
-
-
-
(571,861)
(571,861)
Other comprehensive income:
Currency translation differences
-
-
-
(33,289)
(33,289)
Total comprehensive income
-
-
-
(605,150)
(605,150)
Issue of share capital
24
13
-
0
-
-
13
Redemption of shares
24
(44)
-
44
-
-
Balance at 31 December 2025
1,652
2,047,710
44
(1,844,017)
205,389
SINE Group Limited
Company Statement of Changes in Equity
For the year ended 31 December 2025
Page 15
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2024
1,151
159,745
-
0
(390,771)
(229,875)
Year ended 31 December 2024:
Loss and total comprehensive income for the year
-
-
-
(1,122,510)
(1,122,510)
Issue of share capital
24
532
1,887,965
-
-
1,888,497
Balance at 31 December 2024
1,683
2,047,710
-
0
(1,513,281)
536,112
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
-
(764,213)
(764,213)
Issue of share capital
24
13
-
0
-
-
13
Redemption of shares
24
(44)
-
44
-
-
Balance at 31 December 2025
1,652
2,047,710
44
(2,277,494)
(228,088)
SINE Group Limited
Group Statement of Cash Flows
For the year ended 31 December 2025
Page 16
2025
2024 (unaudited)
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
30
(711,415)
(884,770)
Income taxes refunded/ (paid)
38,874
(50,150)
Net cash outflow from operating activities
(672,541)
(934,920)
Investing activities
Purchase of tangible fixed assets
(13,976)
(91,771)
Proceeds from disposal of tangible fixed assets
3,313
1,067
Loans made to other entities
5,518
8,328
Interest received
27,999
39,270
Other income received from investments
5,000
-
0
Net cash generated from/(used in) investing activities
27,854
(43,106)
Financing activities
Proceeds from issue of shares
13
1,888,265
Repayment of bank loans
(16,608)
(13,307)
Payment of finance leases obligations
(17,347)
(13,327)
Net cash (used in)/generated from financing activities
(33,942)
1,861,631
Net (decrease)/increase in cash and cash equivalents
(678,629)
883,605
Cash and cash equivalents at beginning of year
1,675,231
774,960
Effect of foreign exchange rates
(52,069)
16,666
Cash and cash equivalents at end of year
944,533
1,675,231
SINE Group Limited
Notes to the Group Financial Statements
For the year ended 31 December 2025
Page 17
1
Accounting policies
Company information

SINE Group Limited ("the company") is a private limited company domiciled and incorporated in England and Wales. The registered office is 180 Strand, Floor 2, 1 Surrey Street, London, Greater London, England, WC2R 1EA.

 

The group consists of SINE Group Limited and all of its subsidiaries.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Sine Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
Page 18

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

The Directors have prepared profit and loss, balance sheet and cash flow forecasts covering a period of at least 12 months from the date of approval of these financial statements. Having reviewed and challenged the key assumptions underlying these forecasts, the Directors are satisfied that they provide an appropriate basis for assessing going concern and that the group and parent company are expected to maintain a strong cash position throughout the forecast period.

 

As part of their assessment, the Directors have also considered the availability of existing funding arrangements, including the group's overdraft facility and shareholder loan facility, which provide additional liquidity and financial flexibility if required. The Directors expect these facilities to remain available throughout the forecast period.

 

At the time of approving the financial statements, the Directors have a reasonable expectation that the group and parent company have adequate resources to continue in operational existence for the foreseeable future. Accordingly, the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
Page 19
1.5
Revenue

Revenue is stated net of value added tax, sales taxes and trade discounts, and represents amounts receivable for services provided in the normal course of business. Revenue is recognised to the extent it is probable that the economic benefits will flow to the Group and can be reliably measured. The Group recognises revenue on an accruals basis, in the period to which the underlying services or activity relate, regardless of the timing of invoicing or cash receipt. Where services have been provided but not invoiced by the reporting date, the related revenue is accrued; where amounts have been invoiced in advance of the related services or activity taking place, the amount is deferred and recognised in the period to which it relates.

 

Media planning and buying

The Group acts as principal in respect of media planning and buying carried out on behalf of clients, and accordingly recognises the gross value of media placed within turnover, together with the associated media cost recognised within cost of sales. Pass-through media income and the related media cost are matched, based on media supplier billing.

 

Fee income

Fee income is recognised over the period to which it relates, as follows:

 

● where fee income is charged as a percentage of media spend, it is recognised in line with the underlying media spend;

● where fee income is charged as a fixed retainer, it is recognised evenly over the period of the retainer;

● where fee income relates to a shorter engagement with defined project stages or deliverables, it is recognised in line with the delivery of those stages or deliverables; and

● where fee income is charged by reference to hours worked, it is recognised in line with the hours delivered during the period, tracked internally against the Group's activity and time records.

 

Other operating income

Other operating income principally comprises intragroup management fees, and is recognised in the period to which it relates.

 

Cost of sales

Cost of sales comprises third-party costs directly attributable to client activity, including media costs, direct software costs and subcontractor costs, and is deducted from turnover in arriving at gross profit.

1.6
Intangible fixed assets other than goodwill

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:

Crypto Currency
Held at market value
1.7
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.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
Page 20

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
Straight line over 10 years
Plant and equipment
Straight line over 5-10 years
Computers
Straight line over 5-10 years

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 recognised in the profit and loss account.

1.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. 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 group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
Page 21
1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.11
Financial instruments

The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
Page 22
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

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group 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 group 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.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
Page 23
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 group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the group 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 group.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

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 if, and only if, there is 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.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
Page 24
1.14
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.15
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.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Leases
As lessee

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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 leased asset are consumed.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 25
2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

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.

Dilpaidations provision

The Company recognises a provision for dilapidations where it has a present legal obligation under the terms of a lease to restore leased premises to a specified condition, it is probable that an outflow of economic benefits will be required to settle the obligation, and the amount can be estimated reliably. The provision represents management’s best estimate of the expenditure required to settle the obligation at the reporting date.

 

Dilapidations provisions are measured based on the expected cost of restoring the relevant leased properties to the condition required under the lease. Where the effect of the time value of money is material, the provision is discounted to present value using a pre-tax rate that reflects current market assessments of the time value of money and risks specific to the liability. The unwinding of any discount is recognised as a finance cost.

3
Turnover and other revenue
2025
2024 (unaudited)
£
£
Turnover analysed by class of business
Media Buying Services
27,365,551
24,772,257
Other
1,056,203
986,929
28,421,754
25,759,186
2025
2024 (unaudited)
£
£
Turnover analysed by geographical market
UK & Europe
14,723,830
15,632,428
USA
13,697,924
10,126,758
28,421,754
25,759,186
SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
3
Turnover and other revenue
(Continued)
Page 26
2025
2024 (unaudited)
£
£
Other revenue
Interest income
28,165
39,270
4
Operating loss
2025
2024 (unaudited)
£
£
Operating loss for the year is stated after charging/(crediting):
Exchange losses/(gains)
38,453
(13,927)
Fees payable to the group's auditor for the audit of the group's financial statements
39,850
-
Depreciation of tangible fixed assets
66,715
64,276
Loss on disposal of tangible fixed assets
7,708
5,402
Operating lease charges
507,405
461,962
5
Employees
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
Number
Number
Number
Number
Management
7
7
4
4
Other
58
66
1
7
Total
65
73
5
11

Their aggregate remuneration comprised:

Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
£
£
£
£
Wages and salaries
3,969,361
3,940,282
664,824
751,171
Social security costs
480,405
469,098
83,070
89,693
Pension costs
115,095
64,897
13,434
7,111
4,564,861
4,474,277
761,328
847,975
SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 27
6
Directors' remuneration
2025
2024 (unaudited)
£
£
Remuneration for qualifying services
534,938
871,562
Company pension contributions to defined contribution schemes
8,011
4,202
542,949
875,764
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 7 (2024 - 7).
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024 (unaudited)
£
£
Remuneration for qualifying services
140,000
201,684
7
Interest receivable and similar income
2025
2024 (unaudited)
£
£
Interest income
Interest on bank deposits
28,165
39,270
Income from fixed asset investments
Income from participating interests - associates
5,000
-
0
Total income
33,165
39,270
2025
2024 (unaudited)
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
28,165
39,270
SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 28
8
Interest payable and similar expenses
2025
2024 (unaudited)
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
4,678
3,186
Other finance costs:
Market movements of intangible assets
(6,813)
(41,100)
Other interest
1,442
-
Total finance costs
(693)
(37,914)
9
Taxation
2025
2024 (unaudited)
£
£
Current tax
Corporation tax on profits for the current period
43,832
(162,588)
Deferred tax
Origination and reversal of timing differences
-
0
83,775
Total tax charge/(credit)
43,832
(78,813)
SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
9
Taxation
(Continued)
Page 29

The actual charge/(credit) for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024 (unaudited)
£
£
Loss before taxation
(528,029)
(1,213,784)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2024 (unaudited): 25.00%)
(132,007)
(303,446)
Tax effect of expenses that are not deductible in determining taxable profit
9,789
38,659
Tax effect of income not taxable in determining taxable profit
(2,845)
(14,232)
Unutilised tax losses carried forward
178,934
236,834
Adjustments in respect of prior years
-
0
(102,272)
Depreciation on assets not qualifying for tax allowances
17,668
-
0
Effect of overseas tax rates
(27,707)
-
0
Adjustments in respect of R&D tax credits
-
0
(18,131)
Movements in deferred tax
-
0
83,775
Taxation charge/(credit)
43,832
(78,813)
10
Intangible fixed assets
Group
Crypto Currency
£
Cost
At 1 January 2025
74,590
Revaluation
6,813
At 31 December 2025
81,403
Amortisation and impairment
At 1 January 2025 and 31 December 2025
-
0
Carrying amount
At 31 December 2025
81,403
At 31 December 2024
74,590
SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
10
Intangible fixed assets
(Continued)
Page 30
Company
Crypto Currency
£
Cost
At 1 January 2025
74,590
Revaluation
6,813
At 31 December 2025
81,403
Amortisation and impairment
At 1 January 2025 and 31 December 2025
-
0
Carrying amount
At 31 December 2025
81,403
At 31 December 2024
74,590
11
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Computers
Total
£
£
£
£
Cost
At 1 January 2025
178,044
92,650
107,859
378,553
Additions
-
0
2,744
6,084
8,828
Disposals
-
0
(583)
(28,105)
(28,688)
Exchange adjustments
-
0
(228)
(321)
(549)
At 31 December 2025
178,044
94,583
85,517
358,144
Depreciation and impairment
At 1 January 2025
36,774
24,163
34,810
95,747
Depreciation charged in the year
29,642
18,093
18,980
66,715
Eliminated in respect of disposals
-
0
(282)
(14,352)
(14,634)
Exchange adjustments
-
0
(42)
(100)
(142)
At 31 December 2025
66,416
41,932
39,338
147,686
Carrying amount
At 31 December 2025
111,628
52,651
46,179
210,458
At 31 December 2024
141,270
68,487
73,049
282,806
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.
SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 31
12
Fixed asset investments
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
1,262
1,262
Investments in associates
14
54,325
15,148
50
50
54,325
15,148
1,312
1,312
Movements in fixed asset investments
Group
Shares in associates
£
Cost or valuation
At 1 January 2025
15,148
Profits from associates
39,177
At 31 December 2025
54,325
Carrying amount
At 31 December 2025
54,325
At 31 December 2024
15,148
Movements in fixed asset investments
Company
Shares in subsidiaries and associates
£
Cost or valuation
At 1 January 2025 and 31 December 2025
1,312
Carrying amount
At 31 December 2025
1,312
At 31 December 2024
1,312
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
13
Subsidiaries
(Continued)
Page 32
Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
SINE Digital Limited
1
Ordinary
100.00
-
SINE Group Inc
2
Ordinary
100.00
-
SINE Digital LLC
2
Ordinary
0
100.00
The 5th Wall Limited
1
Ordinary
100.00
-

Registered office addresses (all UK unless otherwise indicated):

1
180 Strand, Floor 2, 1 Surrey Street, London, Greater London, England, WC2R 1EA
2
1501 Broadway, Suite 1614, 10036, New York, NY

SINE Digital Limited is exempt from audit by virtue of s479A of Companies Act 2006.

14
Associates

Details of associates at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Farlo Group Limited
1
Ordinary
50

1. 60 Tottenham Court Road, Office 1657, Fitzrovia, London, England, W1T 2EW

15
Debtors
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,743,355
1,095,770
4,468
-
0
Corporation tax recoverable
48,183
76,619
-
0
16,581
Amounts owed by group undertakings
-
0
-
0
-
0
90,700
Other debtors
7,576
17,693
3,705
9,451
Prepayments and accrued income
1,466,285
1,214,527
26,792
33,091
3,265,399
2,404,609
34,965
149,823
Amounts falling due after more than one year:
Other debtors
218,913
219,393
-
0
-
0
Total debtors
3,484,312
2,624,002
34,965
149,823
SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 33
16
Creditors: amounts falling due within one year
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
Notes
£
£
£
£
Bank loans
18
64,231
10,648
-
0
-
0
Obligations under finance leases
19
10,503
11,154
-
0
-
0
Trade creditors
799,263
1,039,110
4,465
5,274
Amounts owed to group undertakings
-
0
-
0
268,953
226,398
Corporation tax payable
9,694
-
0
-
0
-
0
Other taxation and social security
117,243
672,915
37,433
24,325
Other creditors
183,118
142,255
2,216
1,601
Accruals and deferred income
3,088,166
1,691,915
45,945
7,370
4,272,218
3,567,997
359,012
264,968
17
Creditors: amounts falling due after more than one year
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
Notes
£
£
£
£
Bank loans and overdrafts
18
-
0
5,013
-
0
-
0
Obligations under finance leases
19
9,180
-
0
-
0
-
0
Other creditors
143,209
143,206
-
0
-
0
152,389
148,219
-
-
18
Loans and overdrafts
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
£
£
£
£
Bank loans
64,231
15,661
-
0
-
0
Payable within one year
64,231
10,648
-
0
-
0
Payable after one year
-
0
5,013
-
0
-
0

The long-term loans are secured by fixed charges and floating charges.

 

The fixed charges are held against all assets held by the business. The floating charge is held against all future assets held by the business.

 

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 34
19
Finance lease obligations
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
Amounts due:
£
£
£
£
Current liabilities
10,503
11,154
-
0
-
0
Non-current liabilities
9,180
-
0
-
0
-
0
19,683
11,154
-
-
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
10,503
11,154
-
0
-
0
In two to five years
9,180
-
0
-
0
-
0
19,683
11,154
-
-

 

20
Provisions for liabilities
Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
£
£
£
£
Dilapidations
101,820
101,820
-
-
Movements on provisions:
Dilapidations
Group
£
At 1 January 2025 and 31 December 2025
101,820

During the prior year, a provision was recognised for dilapidation costs of £101,820 in respect of leased properties, representing the estimated costs required to meet the Group’s contractual obligations to reinstate premises at lease expiry. The provision is based on management’s best estimate of the expected future outflow and, where material, is discounted to present value.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 35
21
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2025
2024 (unaudited)
Group
£
£
Accelerated capital allowances
43,215
43,215
The company has no deferred tax assets or liabilities.
There were no deferred tax movements in the year.

The deferred tax liability set out above relates to accelerated capital allowances that are expected to mature over the duration of the life of the assets for which they relate to.

22
Retirement benefit schemes
2025
2024 (unaudited)
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
115,095
64,897

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

23
Share-based payment transactions
Group
Number of share options
Weighted average exercise price
2025
2024 (unaudited)
2025
2024 (unaudited)
Number
Number
£
£
Outstanding at 1 January 2025
8,831,800
1,899,300
-
-
Granted
-
6,932,500
-
-
Outstanding at 31 December 2025
8,831,800
8,831,800
-
-
Exercisable at 31 December 2025
-
-
-
-

The options outstanding at 31 December 2025 had a weighted average exercise price of £0.0013 , and a remaining contractual life of 9 years.

 

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 36
24
Share capital
Group and company
2025
2024 (unaudited)
2025
2024 (unaudited)
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of 0.01p each
12,272,025
12,585,775
1,228
1,259
B Ordinary Shares of 0.01p each
60,000
60,000
6
6
C Ordinary Shares of 0.01p each
4,185,000
4,185,000
418
418
16,517,025
16,830,775
1,652
1,683

During the year SINE Group Limited allotted 130,000 Ordinary Shares with an aggregate nominal value of £13.00 for consideration of £13.00.

 

On 10 July 2025 SINE Group Limited purchased and cancelled 443,750 Ordinary shares with an aggregate nominal value of £44.38. The shares were purchased at nominal value.

25
Financial commitments, guarantees and contingent liabilities

At the year end, there were fixed and floating charges over the assets of SINE Digital Limited.

26
Operating lease commitments
As lessee

 

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024 (unaudited)
2025
2024 (unaudited)
£
£
£
£
Within 1 year
437,826
437,826
-
-
Years 2-5
1,751,304
1,751,304
-
-
After 5 years
674,982
1,112,808
-
-
2,864,112
3,301,938
-
-
27
Events after the reporting date

Subsequent to the year end, the Group acquired substantially all of the trade and assets of a PR & consultancy agency. Consideration is payable through contingent earn-out payments based on future gross profits generated over a four-year period. As the consideration is dependent upon future trading performance, the directors are unable to reliably quantify the financial effect of the acquisition at the date of approval of these financial statements.

SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 37
28
Related party transactions
Transactions with related parties
Other information

The group has taken advantage of the exemption under FRS 102 Section 33.1A, and has not disclosed transactions between members of a wholly owned group.

 

During the year, Sine Group Limited made sales of £68,899 (2024: £nil) and purchases of £792 (2024: £nil) from Farlo Group Limited, a related party by virtue of Sine Group Limited's shareholding within the company. At the year end, the company owed Sine Group Limited £4,468 (2024: £5,518 creditor).

 

During the year, Sine Digital Limited, a subsidiary of Sine Group Limited, made purchases of £23,687 (2024: £35,099) from Farlo Group Limited, a related party by virtue of the parent's shareholding in the company. At the year end, Sine Digital Limited owed the company £7,996 (2024: £nil).

 

During the year, Sine Digital LLC, subsidiary of Sine Group Limited, made purchases of £130,219 (2024: £4,470) and sales of £25,771 (2024: £nil) with Farlo Group Limited, a related party by virtue of the parent company's shareholding in the company. At the year end, Sine Digital LLC owed the company £3,925 (2024: £4,470).

29
Controlling party

The directors confirm there is no single controlling party.

30
Cash absorbed by group operations
2025
2024 (unaudited)
£
£
Loss after taxation
(571,861)
(1,134,971)
Adjustments for:
Share of results of associates and joint ventures
(44,177)
(15,098)
Release of rent free accrual
(21,891)
(21,892)
Finance costs
(6,813)
(37,914)
Investment income
(22,045)
(39,270)
Loss on disposal of tangible fixed assets
7,708
5,402
Income tax charged
-
(78,813)
Depreciation and impairment of tangible fixed assets
66,715
64,276
Foreign exchange gains on cash equivalents
71,742
(13,927)
Movements in working capital:
(Increase)/decrease in debtors
(637,732)
849,225
Increase/(decrease) in creditors
446,939
(461,788)
Cash absorbed by operations
(711,415)
(884,770)
SINE Group Limited
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2025
Page 38
31
Analysis of changes in net funds - group
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
1,675,231
(730,698)
944,533
Borrowings excluding overdrafts
(15,661)
(48,570)
(64,231)
Obligations under finance leases
(11,154)
(8,529)
(19,683)
1,648,416
(787,797)
860,619
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