For the financial year ended 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

The director acknowledges his responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true

SDS Capital Limited is a private company limited by shares incorporated in England and Wales. The registered office is 219-221 Bury New Road, Whitefield, Manchester, England, M45 8GW.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The company is reliant upon the continuing support of its loan note holders and shareholders to continue to be able to meet its liabilities as they fall due. Management have confirmed that this support is expected to continue for a period of at least 12 months from the date of signing of these financial statements.

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.

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.

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, 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.

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, 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.

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.

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

Deferred tax is not recognised in respect of tax losses of £7,660 as it is not probable that they will be recovered against the reversal of deferred tax liabilities or future taxable profits.

The average monthly number of persons (including directors) employed by the company during the year was:

Included in other creditors is an amount of £150,000 (2024: £28,800) in respect of loan notes issued by the company.

Included in other creditors is an amount of £397,600 (2024: £668,800) in respect of loan notes issued by the company which are repayable in instalments by 31 December 2028. No interest accrues on the loan notes.

We have considered discounting on the above loan and have concluded that this is not material.

Included in creditors is an amount owed to a director of £100 (2024: £100). There were no movement in this account throughout the year. This loan is provided interest free, unsecured and repayable on demand.

Included in creditors is an amount owed to Sheldon Davidson Solicitors Ltd, a company in which SDS Capital Limited holds a participating interest, of £838,813 (2024: £671,613). The highest balance in this account throughout the year was £838,813. This loan is provided interest free, unsecured and repayable on demand.

In 2017, the company entered into a life insurance policy which covers the Director of its associated undertaking, Sheldon Davidson Solicitors Limited and of which the company is the beneficiary.

In 2017, the company entered into a loan arrangement with the director. The loan note has a principal amount of £1,730,000 and bears no interest. At the reporting date, £547,600 was outstanding in respect of the loan note.

The company holds an investment in Sheldon Davidson Solicitors Ltd, a company in SDS Capital Limited holds a participating interest. At the reporting date, the company held 398,750 ordinary shares at an investment of £1,319,593. There were no transactions during the year other than the holding of the investment. No amounts were outstanding at the reporting date.

The company holds an investment in Access Hire & Finance Ltd, a company in SDS Capital Limited holds a participating interest. At the reporting date, the company held 288,000 ordinary shares at an investment of £144,720. There were no transactions during the year other than the holding of the investment. No amounts were outstanding at the reporting date.