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Registered number:
FOR THE YEAR ENDED 31 MARCH 2025
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COMPANY INFORMATION
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CONTENTS
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STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
The directors present the strategic report for the year ended 31 March 2025.
The purpose of this strategic report is to inform the members of the company and help them assess how the directors have performed their duty. Synechron Limited is a one of the leading digital transformation companies focused exclusively on the financial services industry. It operates mainly in three key areas:
Digital: As a Digital IT Consulting firm Synechron is guiding the clients through change with a unique combination of Digital Strategy, Experience Design, Innovation, and Creative & Emerging Engineering services. Its domain expertise allows its clients to apply these approaches across channels to overcome legacy infrastructures, work in cross-functional teams, and develop everything from Minimum Viable Products (MVPs) to enterprise-scale systems. Business Consultancy: Synechron Business Consulting provides expert management consulting services to global financial services and insurance organisations, in areas related to business transformation, innovation and market disruption. It focuses exclusively on Banking, Financial Services, and Insurance, and therefore, brings to its clients a deep knowledge of the challenges, operations, and best practices in their industry. It helps them solve the most complex business challenges across a number of areas. These include capital markets, commercial banking, investment banking, retail banking, wealth and asset management, corporate cards and payments, exchange and financial operators, custody, and insurance (property & casualty and re-insurance). Technology: Synechron Technology provides systems integration expertise and technical development work in highly complex areas within financial services. This includes Enterprise Architecture & Strategy, Application Development & Maintenance, Quality Assurance, Infrastructure Management, Data & Analytics and Cloud Computing. Synechron is also one of the world's leading systems integrators for specialist technology solutions including Murex, Calypso, Pega, and others and also provides traditional offshoring capabilities. Strategy The company is positioning itself as a well-differentiated supplier for specialised or niche consultancy services, working with clients in multiple international financial centers. The business's strategic vision is to increase its value to clients by offering enhanced solution-based consultancy and technology services, in addition to its thriving digital business. The results for the year and financial position of the company are shown in the annexed financial statements. Environmental The company recognises its corporate responsibility to carry out its operations whilst minimising environmental impacts. The directors’ continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible. The total energy use during the year including electricity, gas, and transport fuel, was 87,654.4 KWh. The emissions in CO2 (carbon dioxide equivalent) related to purchased energy consumption amounted to 0 MT CO2e (market based) as Synechron purchased iRECs to offset its Global Scope 2 emissions as the landlords manage the refrigerants, making it out of scope for our operational boundary. Additionally, we do not have any company owned vehicles in the London area. The financial year FY24–25 marks our second year of calculating global emissions, with FY23–24 remaining our base year. During the last financial year, we worked closely with landlords to increase the procurement of renewable energy and improve visibility around renewable sources. At the same time, we encouraged employees to adopt sustainable practices, such as using public transportation and switching off unnecessary
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
lights and gadgets. To further strengthen our efforts, the company invested in renewable energy certificates globally, ensuring that Scope 2 emissions remained zero and enabling us to achieve 100% renewable energy status. Additionally, since we do not own any vehicles for our London office, our focus continues to remain on reducing electricity-related emissions and promoting sustainable workplace practices.
To calculate energy consumption using the GHG Protocol, we gather electricity (kWh) and gas (m³ or kWh) data from bills, convert all to kWh, and sum the totals. We then multiply by UK-specific emission factors to estimate emissions. Source of EF = https://www.carbonfootprint .com/international_electricity_factors .html. The company’s governance arrangements for assessing and managing climate-related risks and opportunities are overseen by the Board of Directors. The board is responsible for monitoring climate-related risks and ensuring these factors are integrated into the company’s strategic decision-making processes. To support its work, the company has engaged Environmental Resource Management (ERM), an environmental consultancy, to provide a detailed climate risk assessment report. This engagement supports the company’s strategy in addressing climate-related risks and opportunities in a comprehensive and systematic way. Climate-related risks are fully integrated into the company’s overall risk management process. These risks are evaluated on an ongoing basis, and mitigation measures are incorporated into business planning, operations, and strategic development. The company ensures that climate-related considerations are factored into the company’s business continuity planning, investment decisions, and performance evaluations. The company has set a target to reduce carbon emission, reduce energy consumption and to obtain some energy from renewable resources. The company is committed to proactively managing climate-related risks and capitalizing on climate-related opportunities. By aligning with ERM recommendations, integrating climate risks into our overall risk management framework, and setting measurable targets, we aim to contribute to a more sustainable future while ensuring the long-term resilience and success of the business.
The industry is in a state of flux, due to macroeconomic pressures, monumental costs and complexities associated with regulation especially IR35, demands from customers for higher yields and lower fees. Demand for tech-inspired innovation is gaining traction with investment banks and they are beginning to outsource critical IT infrastructure and its manually intensive and costly processes.
The 'democratisation' of capital markets technology has already seen buy-side institutions (e.g. Asset managers) assuming more control over their trading systems, reducing their dependency on the investment banks and market makers. This shift will continue as the buy-side becomes more empowered, seeks to preserve returns in a difficult market, takes more control over the quality of execution, and the struggles with its capacity to respond. For those investment banks that wish to thrive, it is imperative that they adapt with new business processes and capital markets operating models. The emergence of Fintech (essentially, new cutting edge technologies and disruptive innovations aimed at the financial services sector, usually created by firms outside the industry) represents both a threat and an opportunity for the industry. Business Environment Whilst there has been a significant amount of holistic and business environmental changes, particularly for the Global Tier I Investment Banks, we strongly believe that the emerging climate is creating a tremendous opportunity for Synechron today and moving forward. Since 2008 each of our major Investment Banking clients has embarked upon a fundamental strategic review and overhaul. At its core, this process has involved a determination of where each bank sees its unique competitive advantage as well as where it envisages future opportunity. This review process involves a consideration of which business lines, services and products will maximise profitability and shareholder value whilst utilising scarce capital in the most effective manner. Regulatory Change To the extent that a financial institution wishes to actively participate in a particular product, market or location, it
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
is under increasing pressure to fully comply with the attendant regulatory provisions. In light of perceived "failures" during the market disruption starting in 2008, the overall number, scope and impact of regulations has increased dramatically. In addition, regulators have significantly enhanced their capabilities for oversight and enforcement, in part funded by the growing financial penalties they are able to levy for historical, or current, non-compliance.
From a budgetary perspective this involves a bank having to create programs of change whose successful execution is essentially mandatory and non-negotiable. Additionally, many programs' end dates are fixed by an external regulatory body. Given recent cost pressures (see below), many of our clients no longer have adequate capacity or expertise to fully execute these programs using internal resources. Cost Focus A decline in banks' revenues and profitability over recent years has led to an increasing focus on cost reduction across all of our clients. In other cases, strategic decisions have seen clients scale back on parts of their operation; for example, they may choose to trade particular asset classes on behalf of their customers on an agency basis (client facilitation) but no longer on their own account (proprietary trading). All clients have reduced personnel in various targeted ways: along lines of business, in particular countries or regions, or within particular functions. In the latter case, non-revenue generating functions (such as IT, Operations and the rest of the Back Office) have seen budgets reduced sharply. This has specific implications for the organisation's internal capability to adapt - through the delivery of change programs - as described above. This dynamic presents an obvious opportunity for Synechron to assist in program delivery within our areas of specialism. Statement in relation to section 172(1) Companies Act 2006 This statement which forms part of the Strategic Report, is intended to show how the company's directors have approached and met their responsibilities under section 172 Companies Act 2006 during 2024. The statement has been prepared in response to the obligations as set out in the Companies (Miscellaneous Reporting) Regulations 2018. As required by section 172 of the UK Companies Act 2006, a director of a company must act in a way he/she considers, in good faith, would most likely promote the success of the company for the benefit of its members. In doing this, the director must have regard, amongst other matters, to: - The likely consequences of any decisions on the long-term; - The interests of the company's employees; - The need to foster the company's business relationships with suppliers, customers, and others; - The impact of the company's operations on the community and environment, - The desirability of the company maintaining a reputation for high standards of business conduct; - The need to act fairly between shareholders of the company. Members and Employees The members of the Company along with any future employees, are considered essential to the Company’s future. The interests and wellbeing of all members and future employees are held in the highest regard and the Company is dependent on a collegial environment to ensure success. Scheduled meetings are held on a regular basis to ensure all members are informed of business decisions and material information as it pertains to the Company. Equal opportunities are offered to all, regardless of gender, race, ethnicity or national origin, sexual orientation, religious belief, colour, disability, marital status, or age. All applicants are treated equally in respect to any recruitment, promotion, training, pay and other employment policies and practices. Under no circumstances will discrimination against any individual or group be tolerated.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Business Relationships
Business relationships are held in the utmost regard and are critical to the success of the Company. This includes all vendors, service providers, advisers, and strategic partnership with whom the Company initiates and maintains a professional relationship. Of particular importance as it pertains to the Company is our partners in the finance, compliance, and law areas to assist with navigating local guidelines and procedures with the highest integrity. Community and Environment The company actively works to protect and operate harmoniously within its surrounding environment and local community. As part of the day-to-day running of the business it consistently considers its impact and how its operations can benefit the local community and environment. Standards of Business Conduct One of the tenets the Company was built upon is upholding a reputation for high standards of business conduct and ethics. We continue to focus our efforts around maintaining this reputation, which is a guiding beacon in our path to help our investments and shareholders succeed. When considering any business activity or conduct, much thought is given to longer-term implications of that decision. Decisions material to the direction and success of the Company are made on a consensual basis among the directors. Careful thought is also given to the likely scenarios we foresee materialising over the long term regarding the macro and operating environment prior to implementation. Anti-bribery and anti-corruption The Company has adopted an anti-corruption and bribery policy which applies to the Board and employees of the Company. It generally sets out their responsibilities in observing and upholding a zero-tolerance position on bribery and corruption in all jurisdictions in which the Company operates. It also provides guidance to those working for the Company on how to recognise and deal with bribery and corruption issues and the potential consequences of failing to adhere to this guidance. The Company expects all employees, suppliers and consultants to conduct their day to day business activities in a fair, honest and ethical manner, be aware of and refer to this policy in all of their business activities worldwide and to conduct business on the Company’s behalf in compliance with it. Management at all levels are responsible for ensuring that those reporting to them, internally and externally, are made aware of and understand this policy. The anti-corruption and bribery policy is aligned to meet UK and Europe laws governing anti-bribery and anti-corruption. The Company takes a zero tolerance approach to acts of bribery and corruption and will not offer, give or receive bribes, or accept improper payments to obtain new business, retain existing business or secure any advantage and will not permit others to do so on its behalf.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Given the straightforward nature of the business, the directors are of the opinion that any further analysis using non-financial KPI's is not necessary for understanding the development, performance or position of the business.
This report was approved by the board on 3 November 2025 and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
The directors present their report and the financial statements for the year ended 31 March 2025.
The directors who served during the year were:
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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 to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The loss for the year, after taxation, amounted to £10,008,596 (2024 - loss £2,130,318).
There were no proposed dividends in the current or prior year.
The company will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The company has complied with all applicable legislation and regulations. Further detail has been provided in strategic report.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Management focus is dedicated to retaining and growing relationships with existing clients and acquiring new
clients and business to further grow the company.
Engaging with employees is crucial for creating a positive work environment and driving organisational success.
We foster a culture where employees feel comfortable sharing ideas, feedback, and concerns. We invest in training and career development opportunities. We include employees in decision-making processes, especially those that affect their work. We try and create a positive and inclusive work environment where employees feel safe and respected and can address any issues of discrimination or harassment promptly to the management.
Suppliers : We try and have regular and clear communication. We keep our suppliers informed about their needs, expectations, and any changes in our business. Provide constructive feedback on their performance.
Customers : We actively listen to customer feedback and address their concerns promptly. This shows that we value their input and are committed to improving. We try and provide a consistent experience across all touchpoints, from customer service to product quality. We utilize various channels (social media, email, inperson) to engage with customers and keep them informed, implement programs that reward repeat customers and encourage long-term relationships. Stakeholders : We keep stakeholders informed about our company’s performance, goals, and challenges. Transparent reporting builds trust and credibility. We actively engage with stakeholders through meetings, reports, and community involvement. The company ensures that disabled candidates are given full and fair consideration for employment, promotion, and training opportunities. Recruitment processes are designed to eliminate barriers and provide an equitable experience for all candidates, including those with disabilities. If an employee becomes disabled during their employment, the company makes every effort to continue their employment. This includes identifying suitable alternative roles if necessary and providing training or assistance to support their transition and ongoing development. The company is dedicated to creating an accessible working environment by making necessary adjustments to the workplace and working arrangements to enable disabled employees to perform their roles effectively. We continuously review our policies and practices to ensure they comply with relevant legislation and reflect best practices in supporting disabled employees. parties, subject to the conditions set out in the Companies Act 2006. Such qualifying third party indemnity provision remains in force as at the date of approving the directors' report.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
There have been no significant events affecting the company since the year end.
Under section 487(2) of the Companies Act 2006, Sopher + Co LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board on
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SYNECHRON LIMITED
In our opinion the financial statements:
∙give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its loss for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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 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.
The directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditors' Report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SYNECHRON LIMITED (CONTINUED)
Other information (continued)
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
In our opinion, based on the work undertaken in the course of the audit:
∙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
∙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 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:
∙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.
As explained more fully in the Directors' Responsibilities Statement set out on page 6, 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.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SYNECHRON LIMITED (CONTINUED)
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 Auditors' 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.
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:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
∙we identified the laws and regulations applicable to the Company through discussions with directors and other management, and from our commercial knowledge and experience of similar businesses;
∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;
∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and
∙understanding the design of the Company’s remuneration policies.
To address the risk of fraud through management bias and override of controls, we:
∙performed analytical procedures to identify any unusual or unexpected relationships;
∙tested journal entries to identify unusual transactions;
∙assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
∙investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
∙agreeing financial statement disclosures to underlying supporting documentation;
∙enquiring of management as to actual and potential litigation and claims; and
∙reviewing correspondence with HMRC, relevant regulators and the Company’s legal advisors.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SYNECHRON LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements (continued)
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 Auditors' 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.
for and on behalf of
Chartered Accountants
Statutory Auditors
5 Elstree Gate
Elstree Way
Borehamwood
Hertfordshire
WD6 1JD
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
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STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 18 to 32 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
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STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025
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ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
Synechron Limited is a private limited liability company registered in England and Wales. Its registered office and business address is at Seventh Floor, 95 Gresham Street, London EC2V 7NA.
The principal activity of the company continued to be that of provision of business technology solutions and services.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other than the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006.
The consolidated financial statements have been prepared by the ultimate parent company, Synechron Holdings Inc. BVI, a company incorporated in the British Virgin Islands. The registered office address is PO Box 3162, Woodbourne Hall, Road Town, Tortola, British Virgin Islands.
The company made a loss for the financial year end, and at the Statement of Financial Position date, had net current liabilities and net liabilities.
The Directors have obtained assurance from its parent undertaking that funds will be made available to the company so that it will be able to continue trading and meet its financial obligations as and when they fall due for at least twelve months from the date the accounts are approved. The accounts have therefore been prepared under the going concern basis. Revenue is recognised once the service has been provided.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
The company's functional and presentational currency is £ sterling.
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income.
The company contributes to defined contribution plans for its employees. A defined contribution plan is a pension plan under which the company pay fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.
The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme). Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period. Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received. The fair value of employee services received in exchange for the grant of share-based payment awards is recognised as an expense. The fair value of the awards is measured at the grant date and recognised over the vesting period, based on the Company’s estimate of the number of awards that will ultimately vest. Estimates are revised at each reporting date and any adjustments are recognised in profit or loss.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
Assets that are subject to depreciation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
The company only enters into transactions that result in the recognition of basic financial assets and basic financial liabilities.
Basic financial assets, such as trade and other debtors, are initially recognised at the transaction price less attributable transaction costs. Basic financial liabilities, such as trade and other creditors, are initially recognised at the transaction price plus attributable transaction costs. Subsequently, they are measured at amortised cost using the effective interest method, less any impairment losses in the case of basic financial assets. Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is an 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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
In preparing the financial statements, the directors have made the following judgements and estimates. a) determining whether there are indicators of impairment of the tangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the assets. Tangible assets are depreciated over their useful lives after taking into account residual values. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and estimated disposal values. b) determining whether leases entered into as a lessee are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the company on a lease by lease basis. c) determining whether at the reporting date the provision for doubtful debts is adequate. At the reporting date management carries out a review of debtor balances and assess whether they are recoverable or not. The factors taken into consideration include the historical and current performance of customers.
Analysis of turnover by country of destination:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
At the balance sheet date the company has estimated tax losses of £10,097,709 available to carry forward and use against future taxable profits.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
Page 29
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
There are no financial assets measured at fair value through profit or loss account.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
Share premium account
Profit and loss account
The company contributes to a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £1,569,293 (2024 - £1,420,838). Contributions totalling £290,131 (2024 - £292,277) were payable to the fund at the reporting date.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
The parent company has provided a guarantee in respect of rent payments to the landlord of the company.
The assets of the company are subject to fixed and floating charges as part of the security arrangements for group-wide financing facilities. The facilities were taken out by a fellow group company Synechron Inc. The amount outstanding on the facilities at the balance sheet date were £384,465,267 (£ equivalent of $495,682,000).
The immediate and ultimate parent company is Synechron Holdings Inc. BVI, a company incorporated in the British Virgin Islands. The registered office address is PO Box 3162, Woodbourne Hall, Road Town, Tortola, British Virgin Islands.
The directors consider F Husain to be the ultimate controlling party.
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