Company Registration No. 12178569 (England and Wales)
Wizzit Holdings Ltd
Unaudited accounts
for the period from 1 September 2022 to 31 December 2023
Wizzit Holdings Ltd
Unaudited accounts
Contents
Wizzit Holdings Ltd
Company Information
for the period from 1 September 2022 to 31 December 2023
Directors
Lord M J Hastings
T J Hudson
J A Staley
C E Rowlinson
Company Number
12178569 (England and Wales)
Registered Office
Albany House
Claremont Lane
Esher
Surrey
KT10 9FQ
United Kingdom
Accountants
Wellden Turnbull Limited
Albany House
Claremont Lane
Esher
Surrey
KT10 9FQ
Wizzit Holdings Ltd
Statement of financial position
as at 31 December 2023
Intangible assets
94,548
170,186
Investments
7,883,313
4,791,789
Cash at bank and in hand
71,002
949,400
Creditors: amounts falling due within one year
(955,664)
(217,556)
Net current (liabilities)/assets
(853,582)
931,107
Total assets less current liabilities
7,124,865
5,893,827
Creditors: amounts falling due after more than one year
(3,462,155)
(40,000)
Net assets
3,662,710
5,853,827
Called up share capital
204,400
200,400
Share premium
6,105,955
5,954,022
Profit and loss account
(2,647,645)
(300,595)
Shareholders' funds
3,662,710
5,853,827
For the period ending 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies. The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with the provisions of FRS 102 Section 1A - Small Entities. The profit and loss account has not been delivered to the Registrar of Companies.
The financial statements were approved by the Board of Directors and authorised for issue on 2 September 2024 and were signed on its behalf by
J A Staley
Director
Company Registration No. 12178569
Wizzit Holdings Ltd
Notes to the Accounts
for the period from 1 September 2022 to 31 December 2023
Wizzit Holdings Ltd is a private company, limited by shares, registered in England and Wales, registration number 12178569. The registered office is Albany House, Claremont Lane, Esher, Surrey, KT10 9FQ, United Kingdom.
2
Compliance with accounting standards
The accounts have been prepared in accordance with the provisions of FRS 102 Section 1A Small Entities. There were no material departures from that standard.
The principal accounting policies adopted in the preparation of the financial statements are set out below and have remained unchanged from the previous period, and also have been consistently applied within the same accounts.
These financial statements have been prepared using the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The Company is a parent company and is exempt from the requirement to prepare group financial statements by virtue of section 399 of the Companies Act 2006. These financial statements therefore present information about the Company as an individual undertaking and not about its group.
The accounts are presented in £ sterling and rounded to the nearest £.
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Turnover from the sale of goods is recognised when goods have been delivered to customers such that risks and rewards of ownership have transferred to them. Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs.
Intangible fixed assets (including purchased goodwill and patents) are included at cost less accumulated amortisation.
Intangible fixed assets are being amortised over a 5 year period.
Tangible fixed assets and depreciation
Tangible assets are included at cost less depreciation and impairment. The assets will be depreciated over their estimated useful lives.
Investments in subsidiaries are held at cost less impairment.
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rates of exchange ruling at the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
The Company has made a loss for the year, but continues to have net current assets and net assets. The Directors are satisfied that the Company continues to meet its liabilities as they fall due, and so have prepared the accounts on a going concern basis.
Wizzit Holdings Ltd
Notes to the Accounts
for the period from 1 September 2022 to 31 December 2023
4
Intangible fixed assets
Other
At 1 September 2022
283,644
At 31 December 2023
283,644
At 1 September 2022
113,458
Charge for the period
75,638
At 31 December 2023
189,096
At 31 December 2023
94,548
5
Tangible fixed assets
Computer equipment
Wizzit Holdings Ltd
Notes to the Accounts
for the period from 1 September 2022 to 31 December 2023
6
Investments
Subsidiary undertakings
Valuation at 1 September 2022
4,791,789
Valuation at 31 December 2023
7,883,313
The following were subsidiary undertakings of the Company:
Wizzit Technology (Pty) Ltd (Previously: Wizzit Group (Pty) Ltd), registered in South Africa, Holding 96.63% - Profit and loss for the period - £NIL, Reserves - £2,303,401
the following were sub-subsidiary undertakings of the Company:
Wizzit Digital SA (Pty) Ltd (Previously: Wizzit Payments (Pty) Ltd), registered in South Africa, Holding 94.69% - Profit and loss for the period - (£8,775), Reserves - £1,718,332
Ownapay SA (Pty) Ltd (Previously: Wizzit Financial Services (Pty) Ltd), registered in South Africa, Holding 94.69% - Profit and loss for the period - (£101,838), Reserves - (£334,590)
Mevopay SA (Pty) Ltd (Previously: Wizzit Digital (Pty) Ltd), registered in South Africa, Holding 94.69% - Profit and loss for the period - £NIL, Reserves - £13,768.
Amounts falling due within one year
Trade debtors
23,650
198,557
8
Creditors: amounts falling due within one year
2023
2022
Bank loans and overdrafts
5,800
6,371
Trade creditors
929,652
206,021
Taxes and social security
-
2,839
Wizzit Holdings Ltd
Notes to the Accounts
for the period from 1 September 2022 to 31 December 2023
9
Creditors: amounts falling due after more than one year
2023
2022
Other creditors
3,428,804
-
Aggregate of amounts that fall due for payment after five years
4,351
17,400
The bank loan comprises of a bounce-back loan, repayable over 10 years. The loan is due for repayment in 2030.
Other creditors are wholly made up of the Company liability to redeem the preference shares not electing to convert the outstanding preference shares to ordinary shares on the third anniversary of the date of issue of the preference shares (being 21st of April 2025). The redemption amounts are set out below:
The 4,000,000 preference shares (Note 10) issued by Wizzit Holdings Ltd on 21 April 2022 contain terms and conditions set out in the Preference Share Agreement, including a restriction on the payment of dividends to ordinary shareholders. These preference shares are:
• until the third anniversary of the date of issue, redeemable at the option of the company at USD1 (one United
States Dollar) per share plus 5% per annum from the date of issue to the redemption date (“the Redemption
Amount”);
• on the third anniversary of the date of issue, at the election of the preference shareholders:
o convertible to ordinary shares; or
o redeemable at the Redemption Amount on that date, on deferred payment terms up to one year plus 10% per
annum.
Allotted, called up and fully paid:
204,000 Ordinary shares of £1 each
204,000
200,000
4,000,000 Preference shares of £0.0001 each
400
400
Shares issued during the period:
4,000 Ordinary shares of £1 each
4,000
The Company has a liability to redeem the preference shares, contingent upon the preference shareholders not electing to convert the outstanding preference shares to ordinary shares on the third anniversary of the date of issue of the preference shares (being 21st of April 2025). The redemption amounts are set out in note 9 above.
12
Transactions with related parties
During the year, the Company incurred expenditure of £1,361,714 (2022 - £340,073) from Wizzit Digital SA (Pty) Ltd, a subsidiary of the Company. Included in trade creditors, was a balance owed by the Company of £835,984 (2022 - £184,234).
The Company's immediate parent undertaking is Pactorum Payments Limited, a Company incorporated in Mauritius, registered at Level 3, Alexander House, 35, Cybercity, 72201 Ebene, Mauritius.
Wizzit Holdings Ltd
Notes to the Accounts
for the period from 1 September 2022 to 31 December 2023
14
Average number of employees
During the period the average number of employees was 1 (2022: 2).