Company registration number 04072405 (England and Wales)
ENTROPAY LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
ENTROPAY LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 6
ENTROPAY LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 1 -
2023
2022
Notes
£
£
£
£
Current assets
Debtors
4
64,330,291
48,266,945
Cash at bank and in hand
5
24,221,448
44,146,958
88,551,739
92,413,903
Creditors: amounts falling due within one year
6
(64,363,209)
(66,953,561)
Net current assets
24,188,530
25,460,342
Capital and reserves
Called up share capital
2,704
2,704
Share premium account
11,752,172
11,752,172
Profit and loss reserves
12,433,654
13,705,466
Total equity
24,188,530
25,460,342
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 15 October 2024 and are signed on its behalf by:
S Hanlon
Director
Company Registration No. 04072405
ENTROPAY LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2022
2,704
11,752,172
8,176,856
19,931,732
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
5,528,610
5,528,610
Balance at 31 December 2022
2,704
11,752,172
13,705,466
25,460,342
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
-
(1,271,812)
(1,271,812)
Balance at 31 December 2023
2,704
11,752,172
12,433,654
24,188,530
ENTROPAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
1
Accounting policies
Company information
Entropay Limited is a private company limited by shares incorporated in England and Wales. The registered office is Floor 3, 18 St. Swithins Lane, London, EC4N 8AD.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 'Share based Payment': Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted were measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Nium Pte. Ltd. These consolidated financial statements are available from its registered office, 16 Raffles Quay, #20-05 Hong Leong Building, Singapore (048581).
1.2
Turnover
Turnover is recognised as the consideration received or receivable and mainly relates to revenues earned from payment partners and platform fees charged to other group entities for Entropay's role as card program issuer for the group; it is recognised at the time the services are rendered and shown net of VAT.
1.3
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:
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.
ENTROPAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 4 -
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, safeguarded client bank accounts, collateral held with card networks, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities. The safeguarded client bank accounts include an amount of relevant funds which are pending instructions and are held for the benefit of Mastercard.
1.5
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.
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, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.6
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.
1.7
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.
ENTROPAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
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.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was 0 (2022: 0).
4
Debtors
2023
2022
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
54,842,880
24,261,691
Other debtors
9,487,411
24,005,254
64,330,291
48,266,945
Amounts owed by group undertakings are interest free. They have no fixed payment dates but have the ability to be settled within one year.
Debtors includes £Nil (2022: £4,883,503) held in respect of customer balances, an associated liability for which is included within creditors.
5
Cash at bank and in hand
Cash at bank and in hand of £24,221,448 (2022: £44,146,958) includes £19,153,044 (2022: £39,552,673) held in respect of customer balances in segregated bank accounts, an associated liability for which is included within creditors.
Cash at bank and in hand also includes an amount of £284,795 (2022: £284,795) as collateral with card networks.
Balances held in settlement accounts on trust for payment partners of £322,245 (2022: £4,369,172) are offset against the corresponding liability within creditors.
ENTROPAY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
6
Creditors: amounts falling due within one year
2023
2022
£
£
Bank loans and overdrafts
1,368
Trade creditors
2,562
85,730
Amounts owed to group undertakings
52,547,094
43,530,416
Other creditors
11,813,553
23,336,047
64,363,209
66,953,561
Included within amounts due to group undertakings are amounts owed to clients of £19,153,044 (2022: £44,237,490) which relate to the company's e-money and payment services business. Cash at bank and in hand includes an associated amount of £19,153,044 (2022: £39,552,673) and debtors includes an associated amount of £Nil (2022: £4,883,503).
7
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Paraskumar Shah FCA
Statutory Auditor:
Glazers
Date of audit report:
16 October 2024
8
Related party transactions
Transactions with related parties
The company has taken advantage of the exemption under FRS102 Section 33 'Related Party Transactions' from disclosing transactions with its parent and fellow group companies.
9
Parent company
The immediate parent undertaking is Ixaris Group Holdings Limited, a company incorporated in England and Wales.
The ultimate controlling party is Nium Pte. Ltd, a company incorporated and domiciled in Singapore. The group financial statements can be obtained from 16 Raffles Quay, #20-05 Hong Leong Building, Singapore (048581).