Registration number:
Havas SO Group Ltd
for the Year Ended 31 December 2025
Havas SO Group Ltd
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Profit and Loss Account |
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Statement of Comprehensive Income |
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Balance Sheet |
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Statement of Changes in Equity |
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Notes to the Financial Statements |
Havas SO Group Ltd
Company Information
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Directors |
A L L McArthur S A C Bunten A W Waeldin |
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Company secretary |
A J Ross |
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Registered office |
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Auditors |
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Havas SO Group Ltd
Strategic Report for the Year Ended 31 December 2025
The directors present their strategic report for the year ended 31 December 2025. The directors, in preparing this strategic report, have complied with s414C Companies Act 2006.
Principal activity
The principal activity of the company is PR and marketing communications focusing on life communications encompassing health, wellbeing and lifestyle.
Fair review of the business
The company has continued to develop its relationships with existing customers whilst securing business from new clients.
The company had a hybrid model during the year and a flexible working policy. The company recognises the importance of retaining and recruiting talent by reviewing working practices regularly.
At the end of the 2025 financial year, the directors consider the company to be in a strong position from both a financial and operational perspective.
Key performance indicators
To provide value for our shareholders, the directors consider that turnover, gross profit and operating profit are the key performance indicators (KPIs) that show a good measure of the company’s performance and financial strength.
Turnover was £14,161,000 in 2025, an decrease of £661,000 or 4% on the turnover in the previous year.
Gross profit was £10,355,000 in 2025, a decrease of £624,000 or 6% on the gross profit in the previous year.
Operating profit was £1,729,000 in 2025, a decrease of £596,000 or 26% on the operating profit in the previous year.
Non financial key performance indicators
Average headcount decreased from 83 to 76.
Future developments
The directors' main objectives are to maintain and increase the company's turnover and profitability by growing the company's client base, operational excellence and cost control, and through greater collaboration between the company and its partner agencies across the Havas group.
Havas SO Group Ltd
Strategic Report for the Year Ended 31 December 2025
Principal risks and uncertainties
The management of the business and the execution of the company’s strategy are subject to a number of risks. The directors consider the principal risk of the company to be the market risk. Credit risk : The company’s credit risk is primarily attributable to its trade debtors. The amount presented in the balance sheet is net of allowances for doubtful receivables. The company manages this risk by continually monitoring the status of its debtors and client list. Credit checks are made and appropriate credit insurance may be taken out in respect of specific customers, or payment terms are altered where no insurance can be obtained. Currency risk : The company’s reporting currency is GBP but it transacts in other currencies including the US Dollar and Euro. The company’s revenues, costs and operating profits may be affected by fluctuations in value between GBP and the other foreign currencies. The company maintains bank accounts denominated in its major trading currencies and wherever possible matches foreign currency income and expenses in order to minimise its foreign currency exposures. Cash flow & liquidity risk : The company monitors its working capital and available cash carefully. The company ensures that it has sufficient funds available to settle its liabilities as they fall due. Market risk : The company operates in a highly competitive market which is a continuing risk to the company as existing clients could be lost to competitors. The company manages this risk by providing bespoke value-added services to its clients, and by building and maintaining strong relationships.
Approved and authorised by the
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Havas SO Group Ltd
Directors' Report for the Year Ended 31 December 2025
The directors present their annual report and the audited financial statements for the year ended 31 December 2025.
Results and dividends
The results for the year are set out on page 10.
Ordinary dividends of £1,000,000 were paid during the period (2024 - £511,000). The directors do not recommend payment of a further dividend.
Directors of the company
The directors who held office during the year were as follows:
The following director was appointed after the year end:
Energy and carbon report
The company is exempt from the requirement to produce an energy and carbon report by reason of its size.
Information included in the Strategic Report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to include in the company's strategic report certain information in respect of the company's principal activities, a review of the business, the company's principal risks and uncertainties, engagement with employees and fostering business relationships, which would otherwise be contained in the directors' report in accordance with the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7.
Reappointment of auditors
The auditor, Constantin, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Disclosure of information to the auditors
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Approved and authorised by the
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Havas SO Group Ltd
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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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 transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Havas SO Group Ltd
Independent Auditor's Report to the Members of Havas SO Group Ltd
Opinion
In our opinion the financial statements of Havas SO Group Ltd (the 'company'):
• | give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
We have audited the financial statements which comprise:
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the profit and loss account; |
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the statement of comprehensive income; |
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the balance sheet; |
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the statement of changes in equity; and |
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the related notes 1 to 22 which include the statement of 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).
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 responsibilities for the audit of the financial statements section of our report.
We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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.
Havas SO Group Ltd
Independent Auditor's Report to the Members of Havas SO Group Ltd
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.
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities, 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 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 company or to cease operations, or have no realistic alternative but to do so.
Auditor 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.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Extent to which 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.
We considered the nature of the company’s industry and its control environment, and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the company's business sector.
We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that:
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had a direct effect on the determination of material amounts and disclosures in the financial statements. These included the UK Companies Act, pensions legislation and tax legislation; and |
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do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty. These included the Advertising Standards Authority. |
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
Havas SO Group Ltd
Independent Auditor's Report to the Members of Havas SO Group Ltd
We have pinpointed the risk of material misstatement due to fraud related to revenue recognition to the cut-off of revenue. The risk exists that the Company has not recorded revenue in the correct period for projects that are delivered around year-end. We have performed specific substantive procedures, focused on transactions close to year end to validate these are recognised in the correct period. This also included procedures on projects that have been (partially) completed, but not yet invoiced.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
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reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
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performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |
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enquiring of management, in-house legal counsel and external legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and |
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reading minutes of meetings of those charged with governance. |
Report on other legal and regulatory requirements
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
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the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. |
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors’ report.
Matters on which we are required to report by exception
Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:
• | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the financial statements are not in agreement with the accounting records and returns; or |
• | certain disclosures of directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
We have nothing to report on these matters.
Havas SO Group Ltd
Independent Auditor's Report to the Members of Havas SO Group Ltd
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
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For and on behalf of
Chartered Accountants and Statutory Auditor
200 Aldersgate Street
London
EC1A 4HD
Havas SO Group Ltd
Profit and Loss Account for the Year Ended 31 December 2025
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Note |
2025 |
2024 |
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Turnover |
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Cost of sales |
( |
( |
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Gross profit |
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Administrative expenses |
( |
( |
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Operating profit |
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Other interest receivable and similar income |
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Profit before tax |
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Tax on profit |
( |
( |
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Profit for the financial year |
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The above results were derived from continuing operations.
The company has no recognised gains or losses for the year other than the results above.
Havas SO Group Ltd
Statement of Comprehensive Income for the Year Ended 31 December 2025
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2025 |
2024 |
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Profit for the year |
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Total comprehensive income for the year |
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Havas SO Group Ltd
(Registration number: 09413184)
Balance Sheet as at 31 December 2025
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Note |
2025 |
2024 |
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Fixed assets |
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Tangible assets |
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Current assets |
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Work in progress |
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Debtors |
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Cash and cash equivalents |
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Creditors: Amounts falling due within one year |
( |
( |
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Net current assets |
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Net assets |
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Capital and reserves |
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Share premium reserve |
101 |
101 |
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Profit and loss reserves |
2,543 |
2,162 |
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Shareholders' funds |
2,644 |
2,263 |
Approved and authorised by the
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Havas SO Group Ltd
Statement of Changes in Equity for the Year Ended 31 December 2025
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Share premium |
Profit and loss reserves |
Total |
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At 1 January 2025 |
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Profit for the year |
- |
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Dividends |
- |
( |
( |
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At 31 December 2025 |
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Share premium |
Profit and loss reserves |
Total |
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At 1 January 2024 |
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Profit for the year |
- |
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Dividends |
- |
( |
( |
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At 31 December 2024 |
101 |
2,162 |
2,263 |
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
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General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
England
These financial statements were authorised for issue by the
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Accounting policies |
Statement of compliance
These financial statements have been prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
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 £000.
Summary of disclosure exemptions
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.
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Section 4 ‘Statement of Financial Position’: Reconciliation of the opening and closing number of shares; |
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Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures; |
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Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; 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; |
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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; |
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Section 33 ‘Related Party Disclosures’: Compensation for key management personnel. |
Name of parent of group
These financial statements are consolidated in the financial statements of Havas N.V..
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
The financial statements of Havas N.V. may be obtained from 29-30, quai de Dion Bouton, 92800 Puteaux, France.
Going concern
The directors of Havas N.V., the ultimate parent company, have confirmed that they will support the company to enable it to meet its third party liabilities as they fall due for a period of at least twelve months from the date of approval of these financial statements. The directors have assessed the ability and willingness of Havas N.V. to provide support and did not identify any issues. Accordingly, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Judgements
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. |
The directors deem revenue recognition as being the primary area where judgement is applied. A consistent methodology is taken at an individual project level when determining the stage of completion and cost to complete. |
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for 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.
Contract revenue recognition
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. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses incurred that are recoverable.
Foreign currency transactions and balances
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
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.
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
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.
Goodwill
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
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Asset class |
Amortisation method and rate |
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Software |
33% straight line basis |
Tangible assets
Tangible assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
Depreciation
Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:
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Asset class |
Depreciation method and rate |
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Land and buildings Leasehold |
Over the remaining life of the lease |
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Leasehold improvements |
Over the remaining life of the lease |
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Fixtures, fittings & equipment |
20% - 33% straight line basis |
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Computer equipment |
33% straight line basis |
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Motor vehicles |
25% straight line basis |
The gain or loss arising on the disposal of an asset - the difference between the sale proceeds and the carrying value of the asset - is recognised in the profit and loss account.
Impairment of fixed assets
At each reporting period end date, the company 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.
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
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.
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, balances held under the group's cash pooling arrangement and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities. The company has entered into zero balancing cash pooling arrangements under which balances are swept to zero by transfer to and from Havas UK Limited bank accounts. These balances are included in the company's cash and cash equivalents.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business. Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.
Work in progress
Work in progress is stated at the lower of cost and estimated selling price less costs to complete and sell.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities. Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Dividends
Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
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.
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.
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
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 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.
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.
|
Turnover |
|
2025 |
2024 |
|
|
Turnover analysed by geographical market |
||
|
United Kingdom |
|
|
|
Europe |
|
|
|
North America |
|
|
|
14,161 |
14,822 |
|
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Operating profit |
Arrived at after charging/(crediting)
|
2025 |
2024 |
|
|
Depreciation expense |
|
|
|
Foreign exchange losses |
|
|
|
Other interest receivable and similar income |
|
2025 |
2024 |
|
|
Interest income on bank deposits |
|
|
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
2025 |
2024 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Other short-term employee benefits |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
Redundancy costs |
|
|
|
|
|
|
2025 |
2024 |
|
|
Production |
|
|
|
Administration and support |
|
|
|
Sales, marketing and distribution |
|
|
|
|
|
|
Directors' remuneration |
The directors' remuneration for the year was as follows:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Contributions paid to money purchase schemes |
|
|
|
Directors' amount under long term incentive schemes in respect of qualifying services |
|
|
|
206 |
204 |
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
During the year the number of directors who were receiving benefits and share incentives was as follows:
|
2025 |
2024 |
|
|
Accruing benefits under money purchase pension scheme |
|
|
In respect of the highest paid director:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Benefits under long-term incentive schemes (excluding shares) |
|
|
|
Company contributions to money purchase pension schemes |
|
|
|
Auditors' remuneration |
|
2025 |
2024 |
|
|
Audit of the financial statements |
|
|
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Taxation |
Tax charged/(credited) in the profit and loss account
|
2025 |
2024 |
|
|
Current taxation |
||
|
UK corporation tax |
|
|
|
UK corporation tax adjustment to prior periods |
|
|
|
449 |
590 |
|
|
Deferred taxation |
||
|
Arising from origination and reversal of timing differences |
|
( |
|
Tax expense in the income statement |
|
|
The rate of corporation tax for the period is
Deferred tax balances have been calculated using the tax rate of 25%, being the corporation tax rate enacted at the balance sheet date and expected to apply when the related timing differences reverse.
The actual tax charge for the year can be reconciled to the expected charge for the year as follows:
|
2025 |
2024 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
Increase/(decrease) in UK and foreign current tax from adjustment for prior periods |
|
( |
|
Total tax charge |
|
|
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
Deferred tax
The following are the deferred tax assets and liabilities recognised:
Deferred tax assets and liabilities
|
2025 |
Asset |
Liability |
|
Share based payments |
|
- |
|
ACAs |
|
- |
|
|
- |
|
2024 |
Asset |
Liability |
|
Retirement benefit obligations |
|
- |
|
Share based payments |
|
- |
|
ACAs |
|
- |
|
Short-term timing differences |
|
- |
|
|
- |
|
2025 |
2024 |
|
|
Asset at 1 January 2025 |
49 |
47 |
|
Credit / (Charge) to profit and loss |
(15) |
2 |
|
34 |
49 |
|
International Tax Reform – Pillar Two Model Rules
Pillar Two of the Organisation for Economic Co-Operation and Development's (“OECD's”) Two Pillar Solution provides for the taxation of income of large groups at a minimum effective rate of 15% on a jurisdictional basis.
The Company is a wholly-owned subsidiary of Havas NV, which is incorporated in Netherlands and is the ultimate parent undertaking for the Group. The Group is within scope of the OECD Pillar Two model rules.
Pillar Two legislation received Royal Assent on 11 July 2023 in the United Kingdom and applies to accounting periods beginning on or after 31 December 2023. Pillar Two will apply to the Group from the accounting period ended 30 June 2025. As the Group’s effective tax rate in the UK is above 15%, the Company does not anticipate a potential exposure to Pillar Two top-up taxes.The Company has applied the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in the amendments to Section 29 issued in July 2023.
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Intangible assets |
|
Goodwill |
Total |
|
|
Cost or valuation |
||
|
At 1 January 2025 |
|
|
|
At 31 December 2025 |
|
|
|
Amortisation |
||
|
At 1 January 2025 |
|
|
|
At 31 December 2025 |
|
|
|
Carrying amount |
||
|
At 31 December 2025 |
- |
- |
|
Tangible assets |
|
Office equipment |
Total |
|
|
Cost or valuation |
||
|
At 1 January 2025 |
|
|
|
Additions |
|
|
|
At 31 December 2025 |
|
|
|
Depreciation |
||
|
At 1 January 2025 |
|
|
|
Charge for the year |
|
|
|
At 31 December 2025 |
|
|
|
Carrying amount |
||
|
At 31 December 2025 |
|
|
|
At 31 December 2024 |
|
|
|
Work in progress |
|
2025 |
2024 |
|
|
Work in progress |
|
|
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Debtors |
|
Current |
Note |
2025 |
2024 |
|
Trade debtors |
|
|
|
|
Amounts owed by related parties |
|
|
|
|
Other debtors |
|
|
|
|
Prepayments |
|
|
|
|
Accrued income |
|
|
|
|
Deferred tax assets |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
2025 |
2024 |
|
|
Other cash and cash equivalents |
|
|
|
Creditors |
|
Note |
2025 |
2024 |
|
|
Due within one year |
|||
|
Trade creditors |
|
|
|
|
Amounts due to related parties |
|
|
|
|
Accruals |
|
|
|
|
Income tax liability |
46 |
82 |
|
|
Deferred income |
|
|
|
|
|
|
|
Pension and other schemes |
Defined contribution pension scheme
The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £
The assets of the scheme are held separately from those of the company in an independently administered fund.
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Share capital |
Allotted, called up and fully paid shares
|
2025 |
2024 |
|||
|
No. |
£ |
No. |
£ |
|
|
|
|
185.22 |
|
185.22 |
|
Profit and loss reserves |
|
2025 |
2024 |
|
|
At the beginning of the year |
2,162 |
869 |
|
Profit for the year |
1,381 |
1,804 |
|
Dividends declared and paid in the year |
(1,000) |
(511) |
|
At the end of the year |
2,543 |
2,162 |
|
Dividends |
Final dividends paid
|
2025 |
2024 |
|||
|
Final dividend of £53.9898 (2024 - £27.5888) per each Ordinary shares |
1,000 |
511 |
||
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Commitments |
Other financial commitments
The total amount of other financial commitments not provided in the financial statements was £Nil (2024 - £Nil).
|
Related party transactions |
The company has applied the exemption in section 33.1A in relation to the group cash pooling transactions and balances.
Income and receivables from related parties
|
2025 |
Associates |
|
Rendering of services |
|
|
Amounts receivable from related party |
|
|
2024 |
Parent |
Associates |
|
Rendering of services |
|
|
|
Amounts receivable from related party |
- |
|
Expenditure with and payables to related parties
|
2025 |
Parent |
Associates |
|
Receipt of services |
|
|
|
Amounts payable to related party |
|
|
|
2024 |
Parent |
Associates |
|
Receipt of services |
|
|
|
Amounts payable to related party |
|
|
The company has applied the exemption in section 33.1A in relation to the group cash pooling transactions and balances.
Havas SO Group Ltd
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Parent and ultimate parent undertaking |
The company's immediate parent is
The ultimate parent and controlling party is
The smallest and largest group in which these financial statements are consolidated is Havas N.V., incorporated in the Netherlands.
The address of Havas N.V. is:
29-30, quai de Dion Boutton, 92800 Puteaux, France.