Glint Pay UK Ltd
Annual Report and Financial Statements
For the year ended 31 December 2022
Company Registration No. 09696898 (England and Wales)
Glint Pay UK Ltd
Company Information
Directors
J Cozens
O Bolitho (non-executive)
H Fukuda OBE (non-executive)
Company number
09696898
Registered office
Kemp House
124 City Road
London
EC1V 2NX
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Glint Pay UK Ltd
Contents
Page
Directors' report
1 - 3
Independent auditor's report
4 - 7
Profit and loss account
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 23
Glint Pay UK Ltd
Directors' Report
For the year ended 31 December 2022
Page 1
The directors present their annual report and financial statements for the year ended 31 December 2022.
Principal activities
The principal activity of the company continued to be the development of 'Glint', a comprehensive micro-services architecture to create a highly scalable and resilient savings and payment infrastructure.
Results and dividends
The results for the year are set out on page 7. The loss for the year, after taxation, amounted to £5,021,468 (2021 - £3,939,228).
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
J Cozens
O Bolitho (non-executive)
H Fukuda OBE (non-executive)
M Grubb (non-executive)
(Resigned 16 May 2023)
Directors' insurance
At 31 December 2022, third party indemnity provision for the benefit of the Company’s directors was in force.
Research and development
Under the Government’s R&D tax relief scheme the company has successfully made claims in respect of previous accounting periods of £375,089 (2021 - £nil) which have been credited to the taxation line.
It is intended that a claim in respect of 2022 will be prepared and submitted shortly after these accounts have been approved by the board.
The nature of the company’s activities resulted in a significant investment of £1,490,963 (2021: £856,627) in R&D projects in the year. No R&D expenditure related to the research phase.
Auditor
The auditor, Moore Kingston Smith LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Energy and carbon report
As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
Glint Pay UK Ltd
Directors' Report (Continued)
For the year ended 31 December 2022
Page 2
Statement of directors' responsibilities
The directors are responsible 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:
select suitable accounting policies and then apply them consistently;
make judgements 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 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.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Glint Pay UK Ltd
Directors' Report (Continued)
For the year ended 31 December 2022
Page 3
Going concern
The company made a loss for the year of £5,021,468 (2021 - £3,939,228) and at the reporting date had net current liabilities of £20,410,645 (2021 - £15,792,908) and net liabilities of £17,585,821 (2021 -
£12,822,273).
The directors have adopted the going concern basis in preparing these financial statements. In adopting the going concern basis, the directors are required to consider whether the company can continue in operational existence for the foreseeable future. In making this assessment, management have prepared, and the directors have approved the following matters:
· The company and group’s current performance and planned growth;
· The company and group’s cashflow forecasts for a period of at least 12 months from the date of approval of these financial statements, as well as a base case forecast; and,
· The parent company’s track record of successful fundraising from shareholders and other investors, as evidenced in previous periods and the period subsequent to the reporting date, and
the current financing options that are on offer under the financing round already subscribed.
The directors believe that the company and group is well placed to manage its business risks, raise sufficient additional funding and achieve its growth potential, and therefore have a reasonable expectation that the company and group has adequate resources to continue in operational existence for at least the next 12 months following the date of approval of the financial statements. In addition, following the successful launch of version 3 of the Glint pay app in 2023, the group has streamlined its operations and enhanced efficiency, reducing fixed costs by 50% while maintaining high standards and service quality. In common with similar businesses at this stage of development, the group is dependent on this financing being made available to it from its existing and/or new shareholders or other providers of finance. Such funding will enable the group to execute its business plan, realise the significant commercial opportunities available to it, and meet its liabilities as they fall due.
However, in the base case scenario, which is considered as severe but plausible scenario, the lack of additional funding will result in insufficient liquidity in the business for a period of at least 12 months from the date of approval of these financial statements. The legal and physical structures in place ensure that the gold is protected and remains the property of customers, even in the event of the group ceasing operations, at all times. The gold is not included on the group's balance sheet, ensuring that it is segregated and safeguarded from any claims that might be made by the group's creditors. The combination of secure storage, full insurance and legal allocation provides robust protection for client gold holdings.
The directors continue to take steps to raise additional capital. Having considered all known factors, the directors are comfortable that the base case forecast supports the going concern assumption. However, the directors recognise the potential impact of a lack of funding and additional capital to achieve these, which represent a material uncertainty that may cast significant doubt upon the company’s ability to continue to operate as a going concern. The financial statements do not include the adjustments that would result if the company was unable to continue as a going concern.
On behalf of the board
J Cozens
Director
13 September 2024
Glint Pay UK Ltd
Independent Auditor's Report
To the Member of Glint Pay UK Ltd
Page 4
Opinion
We have audited the financial statements of Glint Pay UK Ltd (the 'company') for the year ended 31 December 2022 which comprise the Profit And Loss Account, the Balance Sheet, the Statement of Changes in Equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2022 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 Auditor's 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 FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty relating to going concern
We draw attention to note 1.2 to the financial statements, which indicates that a reasonably plausible downside scenario could result in the Group, of which the company is a member, running out of liquid resources unless the parent company raises additional funding. As stated in note 1.2, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
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.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Glint Pay UK Ltd
Independent Auditor's Report (Continued)
To the Member of Glint Pay UK Ltd
Page 5
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Directors' Report has been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
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 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 remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to take advantage of the small companies exemption from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the 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.
Glint Pay UK Ltd
Independent Auditor's Report (Continued)
To the Member of Glint Pay UK Ltd
Page 6
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Glint Pay UK Ltd
Independent Auditor's Report (Continued)
To the Member of Glint Pay UK Ltd
Page 7
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.
Our approach was as follows:
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.
We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
Jonathan Roberts
Senior Statutory Auditor
for and on behalf of Moore Kingston Smith LLP
13 September 2024
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
Glint Pay UK Ltd
Profit and loss account
For the year ended 31 December 2022
Page 8
2022
2021
Notes
£
£
Turnover
3
281,208
296,330
Cost of sales
(110,689)
(74,910)
Gross profit
170,519
221,420
Administrative expenses
(5,543,866)
(4,160,648)
Operating loss
4
(5,373,347)
(3,939,228)
Interest payable and similar expenses
7
(23,210)
Loss before taxation
(5,396,557)
(3,939,228)
Taxation
8
375,089
Loss for the financial year
(5,021,468)
(3,939,228)
The Profit and Loss Account has been prepared on the basis that all operations are continuing operations.
Glint Pay UK Ltd
Balance Sheet
As at 31 December 2022
Page 9
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
9
2,812,085
2,963,297
Tangible assets
10
12,739
7,338
2,824,824
2,970,635
Current assets
Stock
11
7,762
7,762
Debtors
12
1,809,686
983,823
Cash at bank and in hand
31,119
7,324
1,848,567
998,909
Creditors: amounts falling due within one year
13
(22,259,212)
(16,791,817)
Net current liabilities
(20,410,645)
(15,792,908)
Net liabilities
(17,585,821)
(12,822,273)
Capital and reserves
Called up share capital
15
1
1
Capital contribution reserve
1,150,938
893,018
Profit and loss reserves
(18,736,760)
(13,715,292)
Total equity
(17,585,821)
(12,822,273)
The notes on pages 11 to 23 form part of these financial statements.
The financial statements were approved by the board of directors and authorised for issue on 13 September 2024 and are signed on its behalf by:
J Cozens
Director
Company Registration No. 09696898
Glint Pay UK Ltd
Statement of Changes in Equity
For the year ended 31 December 2022
Page 10
Share capital
Capital contribution reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2021
1
658,512
(9,776,064)
(9,117,551)
Year ended 31 December 2021:
Loss and total comprehensive income for the year
-
-
(3,939,228)
(3,939,228)
Share-based payment movement in the year
15
234,506
-
234,506
Balance at 31 December 2021
1
893,018
(13,715,292)
(12,822,273)
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
-
(5,021,468)
(5,021,468)
Share-based payment movement in the year
15
257,920
-
257,920
Balance at 31 December 2022
1
1,150,938
(18,736,760)
(17,585,821)
The notes on pages 11 to 23 form part of these financial statements.
Glint Pay UK Ltd
Notes to the Financial Statements
For the year ended 31 December 2022
Page 11
1
Accounting policies
Company information
Glint Pay UK Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Kemp House, 124 City Road, London, EC1V 2NX.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income.
The financial statements of the company are consolidated in the financial statements of Glint Pay Ltd. These consolidated financial statements are available from its registered office, Kemp House, 124 City Road, London, EC1V 2NX.
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 12
1.2
Going concern
The company made a loss for the year of £5,021,468 (2021 - £3,939,228) and at the reporting date had net current liabilities of £20,410,645 (2021 - £15,792,908) and net liabilities of £17,585,821 (2021 -true
£12,822,273).
The directors have adopted the going concern basis in preparing these financial statements. In adopting the going concern basis, the directors are required to consider whether the company can continue in operational existence for the foreseeable future. In making this assessment, management have prepared, and the directors have approved the following matters:
· The company and group’s current performance and planned growth;
· The company and group’s cashflow forecasts for a period of at least 12 months from the date of approval of these financial statements, as well as a base case forecast; and,
· The parent company’s track record of successful fundraising from shareholders and other investors, as evidenced in previous periods and the period subsequent to the reporting date, and
the current financing options that are on offer under the financing round already subscribed.
The directors believe that the company and group is well placed to manage its business risks, raise sufficient additional funding and achieve its growth potential, and therefore have a reasonable expectation that the company and group has adequate resources to continue in operational existence for at least the next 12 months following the date of approval of the financial statements. In addition, following the successful launch of version 3 of the Glint pay app in 2023, the group has streamlined its operations and enhanced efficiency, reducing fixed costs by 50% while maintaining high standards and service quality. In common with similar businesses at this stage of development, the group is dependent on this financing being made available to it from its existing and/or new shareholders or other providers of finance. Such funding will enable the group to execute its business plan, realise the significant commercial opportunities available to it, and meet its liabilities as they fall due.
However, in the base case scenario, which is considered as severe but plausible scenario, the lack of additional funding will result in insufficient liquidity in the business for a period of at least 12 months from the date of approval of these financial statements. The legal and physical structures in place ensure that the gold is protected and remains the property of customers, even in the event of the group ceasing operations, at all times. The gold is not included on the group's balance sheet, ensuring that it is segregated and safeguarded from any claims that might be made by the group's creditors. The combination of secure storage, full insurance and legal allocation provides robust protection for client gold holdings.
The directors continue to take steps to raise additional capital. Having considered all known factors, the directors are comfortable that the base case forecast supports the going concern assumption. However, the directors recognise the potential impact of a lack of funding and additional capital to achieve these, which represent a material uncertainty that may cast significant doubt upon the company’s ability to continue to operate as a going concern. The financial statements do not include the adjustments that would result if the company was unable to continue as a going concern.
1.3
Turnover
Turnover is a fee received from Glint Pay Services Ltd, a fellow group undertaking. The fee is recognised as 10% of the net book value of the intangible assets in Glint Pay UK Ltd.
1.4
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 13
1.5
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Patents & trademarks
5 years straight line
Development costs
5 years straight line
1.6
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Fixtures and fittings
5 years straight line
Computer Equipment
3 years straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.7
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.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 14
1.8
Stock
Stocks comprise Glint debit cards.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stock over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.9
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.10
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 15
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.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, and loans from fellow group companies 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.
1.11
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.12
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 16
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset 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.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
Share-based payments
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to the Capital contribution reserve within equity, because the shares are issued in the company's parent, Glint Pay Ltd.
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 17
When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.
Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.
1.16
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
Share Based payment transactions
The group uses the Black Scholes model to determine the fair value of options granted to employees. The calculation requires the use of estimates and assumptions. A change in these estimates or assumptions may affect charges to the profit and loss account over the vesting period of the options.
Amortisation and impairment
Intangible assets are amortised over their deemed useful economic lives taking into account residual values, where appropriate. This period has been determined via a review of the asset considering historic and future factors. The actual lives of the assets and, where applicable, residual values are assessed annually and may vary depending on a number of factors. In assessing the asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. The directors believe that the period over which the assets are amortised reflects the estimated useful economic life of the assets.
The directors have considered impairment of the recognised intangible assets and consider that the market for the group’s services will continue to grow, driving profitability and resulting positive cash flows, and that no impairment is appropriate at this time.
3
Turnover
2022
2021
£
£
Turnover analysed by class of business
Intercompany management charge
281,208
296,330
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
3
Turnover
(Continued)
Page 18
2022
2021
£
£
Turnover analysed by geographical market
UK
281,208
296,330
4
Operating loss
2022
2021
Operating loss for the year is stated after charging:
£
£
Exchange losses
116,781
863
Depreciation of owned tangible fixed assets
6,232
3,822
Amortisation of intangible assets
1,642,175
1,364,347
Share-based payments
257,920
234,506
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
24
20
Their aggregate remuneration comprised:
2022
2021
£
£
Wages and salaries
2,137,327
1,574,917
Social security costs
237,903
161,532
Pension costs
36,358
16,868
2,411,588
1,753,317
6
Directors' remuneration
2022
2021
£
£
Remuneration for qualifying services
130,668
92,004
Company pension contributions to defined contribution schemes
2,645
-
133,313
92,004
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
6
Directors' remuneration
(Continued)
Page 19
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2021 - 1).
In addition to the amounts noted above, one of the directors received interest payments of £23,200 (2021: £nil) in respect of a loan made to the company, and consultancy fees of £18,000 (2021: £21,000).
The directors are considered to be key management personnel.
7
Interest payable and similar expenses
2022
2021
£
£
Other interest on financial liabilities
23,210
8
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
(250,786)
Adjustments in respect of prior periods
(124,303)
Total current tax
(375,089)
The actual (credit)/charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
2022
2021
£
£
Loss before taxation
(5,396,557)
(3,939,228)
Expected tax credit based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
(1,025,346)
(748,453)
Tax effect of expenses that are not deductible in determining taxable profit
269,755
(16,220)
Unutilised tax losses carried forward
755,591
764,673
Adjustments in respect of prior years
(124,303)
R&D tax credit
(250,786)
Taxation credit for the year
(375,089)
-
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 20
9
Intangible fixed assets
Patents & trademarks
Development costs
Total
£
£
£
Cost
At 1 January 2022
567
7,231,351
7,231,918
Additions
1,490,963
1,490,963
At 31 December 2022
567
8,722,314
8,722,881
Amortisation and impairment
At 1 January 2022
567
4,268,054
4,268,621
Amortisation charged for the year
1,642,175
1,642,175
At 31 December 2022
567
5,910,229
5,910,796
Carrying amount
At 31 December 2022
2,812,085
2,812,085
At 31 December 2021
2,963,297
2,963,297
10
Tangible fixed assets
Fixtures and fittings
Computer Equipment
Total
£
£
£
Cost
At 1 January 2022
7,065
127,166
134,231
Additions
11,633
11,633
At 31 December 2022
7,065
138,799
145,864
Depreciation and impairment
At 1 January 2022
7,065
119,828
126,893
Depreciation charged in the year
6,232
6,232
At 31 December 2022
7,065
126,060
133,125
Carrying amount
At 31 December 2022
12,739
12,739
At 31 December 2021
7,338
7,338
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 21
11
Stock
2022
2021
£
£
Glint debit cards
7,762
7,762
12
Debtors
2022
2021
Amounts falling due within one year:
£
£
Amounts due from group undertakings
1,718,148
894,907
Other debtors
37,203
4,827
VAT recoverable
42,388
74,540
Prepayments and accrued income
11,947
9,549
1,809,686
983,823
13
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
325,515
349,335
Amounts owed to group undertakings
21,415,361
15,584,018
Taxation and social security
315,069
493,868
Other creditors
4,158
(3,685)
Accruals and deferred income
199,109
368,281
22,259,212
16,791,817
Of the amounts due to group undertakings £20,156,625 (2021 - £14,870,338) is due to Glint Pay Ltd and £1,258,723 (2021 - £713,680) is due to Glint Pay Inc.
14
Share-based payment transactions
The Company operates a share options scheme which is currently open to key permanent employees, offering shares in Glint Pay Limited. The employees are employed by Glint Pay UK Limited. During the year, 10,725,129 (2021: 7,777,352) options over new Ordinary Shares of £0.00001 were granted. The weighted average exercise price per option for the 2022 options was £0.08. No share options have been exercised during the year.
The conditions for vesting vary for directors and for the rest of the employees. For directors, options vest upon specific events specified in their contract, whereas for employees the options vest 25% annually commencing from their employment start date and also upon specific events specified in the options contracts. All options must be exercised within ten years of the date of grant. Options are forfeited if the individual leaves the Company before the options vest.
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
14
Share-based payment transactions
(Continued)
Page 22
Number of share options
2022
2021
Number
Number
Outstanding at 31 December 2022
39,691,307
28,966,178
The fair value of services received is measured in reference to the fair value of share options granted and is based on recent market transactions, discounted for lack of marketability and lack of control.
The expected volatility is wholly based on the historic volatility adjusted for any unexpected changes to future volatility due to publicly available information. The risk free interest rate used is that of a 10 year yield UK treasury bond.
During the year the company recognised a share-based payment charge of £257,920 (2021 - £234,506) which related to equity settled share based payment transactions.
15
Share capital
2022
2021
£
£
Ordinary share capital
Issued and fully paid
1 Ordinary share of £1
1
1
1
1
16
Related party transactions
The Company has taken advantage of the exemption provided in FRS102 from disclosing transactions with members of the same group that are wholly owned.
The company's assets are subject to a fixed and floating charge in favour of Stockford Limited, a minor shareholder in the company's parent, as security against a loan to Glint Pay Ltd for £2,500,000.
17
Ultimate controlling party
The Company is a subsidiary undertaking of Glint Pay Ltd. There is no single ultimate controlling party.
The largest and smallest group in which they are consolidated is that headed by Glint Pay Ltd whose registered office address is Kemp House, 124 City Road, London, England, EC1V 2NX. The consolidated financial statements of this group will be available to the public on the Companies House website.
Glint Pay UK Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 23
18
Financial commitments, guarantees and contingent liabilities
The company's assets are subject to a fixed and floating charge in favour of a company that has provided loan finance to its parent company, Glint Pay Ltd.
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