Caseware UK (AP4) 2024.0.164 2024.0.164 2023-12-312023-12-31Mirko Kinigadner Matthias Wurmbock2023-01-01false33falsetrueThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.false 08936601 2023-01-01 2023-12-31 08936601 2022-04-01 2022-12-31 08936601 2023-12-31 08936601 2022-12-31 08936601 c:CompanySecretary1 2023-01-01 2023-12-31 08936601 c:Director1 2023-01-01 2023-12-31 08936601 c:Director2 2023-01-01 2023-12-31 08936601 c:Director3 2023-01-01 2023-12-31 08936601 c:RegisteredOffice 2023-01-01 2023-12-31 08936601 d:CurrentFinancialInstruments 2023-12-31 08936601 d:CurrentFinancialInstruments 2022-12-31 08936601 d:Non-currentFinancialInstruments 2023-12-31 08936601 d:Non-currentFinancialInstruments 2022-12-31 08936601 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 08936601 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 08936601 d:Non-currentFinancialInstruments d:AfterOneYear 2023-12-31 08936601 d:Non-currentFinancialInstruments d:AfterOneYear 2022-12-31 08936601 d:ShareCapital 2023-12-31 08936601 d:ShareCapital 2022-12-31 08936601 d:SharePremium 2023-12-31 08936601 d:SharePremium 2022-12-31 08936601 d:OtherMiscellaneousReserve 2023-12-31 08936601 d:OtherMiscellaneousReserve 2022-12-31 08936601 d:RetainedEarningsAccumulatedLosses 2023-12-31 08936601 d:RetainedEarningsAccumulatedLosses 2022-12-31 08936601 c:OrdinaryShareClass1 2023-01-01 2023-12-31 08936601 c:OrdinaryShareClass1 2023-12-31 08936601 c:OrdinaryShareClass1 2022-12-31 08936601 c:OrdinaryShareClass2 2023-01-01 2023-12-31 08936601 c:OrdinaryShareClass2 2023-12-31 08936601 c:OrdinaryShareClass2 2022-12-31 08936601 c:OrdinaryShareClass3 2023-01-01 2023-12-31 08936601 c:OrdinaryShareClass3 2023-12-31 08936601 c:OrdinaryShareClass3 2022-12-31 08936601 c:OrdinaryShareClass4 2023-01-01 2023-12-31 08936601 c:OrdinaryShareClass4 2023-12-31 08936601 c:OrdinaryShareClass4 2022-12-31 08936601 c:FRS102 2023-01-01 2023-12-31 08936601 c:AuditExempt-NoAccountantsReport 2023-01-01 2023-12-31 08936601 c:FullAccounts 2023-01-01 2023-12-31 08936601 c:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 08936601 d:Subsidiary1 2023-01-01 2023-12-31 08936601 d:Subsidiary1 1 2023-01-01 2023-12-31 08936601 d:Subsidiary2 2023-01-01 2023-12-31 08936601 d:Subsidiary2 1 2023-01-01 2023-12-31 08936601 d:Subsidiary3 2023-01-01 2023-12-31 08936601 d:Subsidiary3 1 2023-01-01 2023-12-31 08936601 d:Subsidiary4 2023-01-01 2023-12-31 08936601 d:Subsidiary4 1 2023-01-01 2023-12-31 08936601 d:Subsidiary5 2023-01-01 2023-12-31 08936601 d:Subsidiary5 1 2023-01-01 2023-12-31 08936601 d:Subsidiary6 2023-01-01 2023-12-31 08936601 d:Subsidiary6 1 2023-01-01 2023-12-31 08936601 2 2023-01-01 2023-12-31 08936601 6 2023-01-01 2023-12-31 08936601 e:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 08936601









TRANSPAYGO LIMITED








FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
TRANSPAYGO LIMITED
 
 
COMPANY INFORMATION


Directors
M Wurmboeck 
M Kinigadner 
C E Bailey 




Company secretary
Keystone Law Limited



Registered number
08936601



Registered office
C/O Keystone Law
48 Chancery Lane

London

WC2A 1JF




Accountants
Ecovis Wingrave Yeats UK Ltd
Chartered Accountant

3rd Floor Waverley House

7-12 Noel Street

London

W1F 8GQ





 
TRANSPAYGO LIMITED
 

CONTENTS



Page
Balance Sheet
 
1 - 2
Notes to the Financial Statements
 
3 - 14


 
TRANSPAYGO LIMITED
REGISTERED NUMBER: 08936601

BALANCE SHEET
AS AT 31 DECEMBER 2023

As restated
2023
9 months ended 31 December 2022
Note
£
£

Fixed assets
  

Investments
 4 
1,429,935
1,412,479

  
1,429,935
1,412,479

Current assets
  

Debtors Within One Year
 5 
93,040
164,203

Debtors More Than One Year
 5 
2,576,392
1,285,288

Cash at bank and in hand
  
18,071
78,588

  
2,687,503
1,528,079

Creditors: amounts falling due within one year
 6 
(89,237)
(97,793)

Total current assets
  
 
 
2,598,266
 
 
1,430,286

Total assets less current liabilities
  
4,028,201
2,842,765

Creditors: amounts falling due after more than one year
 7 
(1,806,915)
(487,682)

  

Net assets
  
2,221,286
2,355,083


Capital and reserves
  

Called up share capital 
 8 
868,512
868,512

Share premium account
  
1,625,763
1,625,763

Other reserves
  
256,062
256,062

Profit and loss account
  
(529,051)
(395,254)

  
2,221,286
2,355,083


Page 1

 
TRANSPAYGO LIMITED
REGISTERED NUMBER: 08936601
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The financial statements have been prepared 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 financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 4 June 2025.




M Kinigadner
Director

The notes on pages 3 to 14 form part of these financial statements.

Page 2

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Transpaygo Limited is a private Company, limited by shares, incorporated in United Kingdom, with registration number 08936601. The registered office is at C/O Keystone Law, 48 Chancery Lane, London, WC2A 1JF.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 following principal accounting policies have been applied:

 
2.2

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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 profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Page 3

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.4

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.5

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.6

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.7

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays 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 profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

Page 4

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.8

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.


 
2.9

Valuation of investments

Investments in company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

 
2.10

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.12

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.


3.


Employees

The average monthly number of employees, including directors, during the year was 3 (2022 - 3).

Page 5

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023 (as restated)
1,412,479


Additions
17,456



At 31 December 2023
1,429,935




The fixed asset investment balance as of 1 January 2022 stood at £1,014,675. During the year, additional investments amounting to £397,804 were made, bringing the total to £1,412,479 by 31 December 2022.
In 2023, total additions of £17,456 comprised: a capital increase of £12,966 to Transpaygo d.o.o, a capital payment of £3,659 to Mi Envio S.L, and an FX adjustment of £831 related to a payment from Fonmoney Chile SpA.
In 2022, total additions of £397,804 comprised: an intangible increase of £298,780 due to conversion of a loan into share capital, a £46,328 gain on investment from Mi Envio S.L., and additional capital contributions of £45,349 to Fonmoney Chile SpA, £4,177 to Transpaygo d.o.o, and £196 to Transpaygo Mexico S.A. de C.V. Additionally, an FX adjustment of £42,881 was recorded on investment in Fonmoney GMBH.

Page 6

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Fonmoney GmbH
Alser Strs. 21, 1080  Wien, Austria
Online trade and software development
Ordinary
97.2%
Mi Envio S.L
Avenida Frances
Cambo, 17 - P.1,
Barcelona, 08003, Spain
Payment service institution
Ordinary
100%
Fonmoney Chile SpA
MERCED 838 A INT OF 117, District: SANTIAGO
Money remittance services
Ordinary
100%
Transpaygo d.o.o
Imotska 1, 11010, Belgrade (Voždovac), Serbia
Applicant for PSI licence
Ordinary
72%
Mi Envio S.A.S
Calle 10 #12-26, Cúcuta, Norte de Santander, Colombia
Financial technology provider
Ordinary
100%
Transpaygo Mexico S.A. de C.V.
Guillermo González Camarena 1600 1 GH SANTA FE, Álvaro Obregón 01210 Ciudad de México, CDMX, México
Financial technology provider
Ordinary
99%

Page 7

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Debtors

As restated
2023
9 months ended 31 December 2022
£
£

Due after more than one year

Amounts owed by group undertakings
2,576,392
1,285,288

2,576,392
1,285,288


Amounts owed by group undertakings are unsecured and interest free.

As restated
2023
9 months ended 31 December 2022
£
£

Due within one year

Trade debtors
72,799
144,797

Other debtors
5,383
2,237

Prepayments and accrued income
14,858
17,169

93,040
164,203



6.


Creditors: Amounts falling due within one year

As restated
2023
9 months ended 31 December 2022
£
£

Bank overdrafts
-
137

Trade creditors
37,700
14,996

Corporation tax
17,289
58,148

Other taxation and social security
985
724

Other creditors
7,342
14,717

Accruals and deferred income
25,921
9,071

89,237
97,793


Page 8

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


Creditors: Amounts falling due after more than one year

As restated
2023
9 months ended 31 December 2022
£
£

Amounts owed to group undertakings
1,447,108
384,795

Other creditors
359,807
102,887

1,806,915
487,682


Amounts owed to group undertakings are unsecured and interest free.
Included within other creditors are amounts owed to directors in the form of directors' loans. The total amount owed in 2023 was £73,571 
(2022: £73,571).


8.


Share capital

As restated
2023
9 months ended 31 December 2022
£
£
Allotted, called up and fully paid



5,083,089 (2022 - 5,083,089) Ordinary shares shares of £0.01 each
50,831
50,831
71,374,000 (2022 - 71,374,000) Founder shares shares of £0.01 each
713,740
713,740
5,775,230 (2022 - 5,775,230) Investor shares shares of £0.01 each
57,752
57,752
4,618,900 (2022 - 4,618,900) Deferred shares shares of £0.01 each
46,189
46,189

868,512

868,512


Page 9

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Prior year adjustment - in relation to comprehensive income

In the preparation of the 2023 financial statements, certain adjustments and additional information became available that led to the restatement of the 2022 figures. A summary of the key reasons for these changes, for both balance sheet and comprehensive income items, are as follows:

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Page 10

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

.


Prior year adjustment - in relation to balance sheet items

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Page 11

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

.


Prior year adjustment - in relation to capital and equity

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Page 12

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Related party transactions

During the year, directors received remuneration which amounted to £36,000 (restated 2022: £22,880).
The directors are the only key management personnel of the Company. 
During the year, the Company received commissions totalling £2,847,214
 (restated 2022: £Nil) from Mi
Envio S.L and incurred £2,946,833
 (restated 2022: £Nil) in expenses, which were recharged from this
group Company. As at the year-end, the balance held within debtors over one year was £968,168
(restated 2022: £12,371), while creditors over one year amounted to £1,057,616 (restated 2022: £Nil).
Additionally, the Company had an outstanding loan due from Mi Envio S.L, totalling £352,700 
(restated
2022: £349,042)
, the loan is unsecured, interest-free and repayable by 31st December 2025.
During the year, the Company incurred £36,792 
(restated 2022: £35,753) in expenses from Fonmoney
GmbH, which were recharged from this group Company. As at the year-end, the balance held within
creditors over one year amounted to £36,792 
(restated 2022: £35,753). Additionally, the Company had
an outstanding loan repayable from Fonmoney GmbH for £1,469,826
 (restated 2022: £1,200,398) in
which they increased the loan by £576,407 
(restated 2022: £935,471) and paid £306,979 (restated 2022:
£744,029) 
during the year, classified under debtors due after one year, the loan is unsecured, interest-free.
During the year, the Company received commissions totalling £96,325
 (restated 2022: £52,915) from
Fonmoney Chile SPA. As at the year-end, the balance held within debtors over one year was £96,325
(restated 2022: £52,915).
During the year, the Company provided £1,717
 (restated 2022: £Nil) to Transpaygo d.o.o. As of the
year-end, an outstanding loan of £1,717 
(restated 2022: £Nil) remained repayable to Transpaygo d.o.o, classified under debtors due after one year. The loan is unsecured and interest-free.
During the year, the Company provided £20,751 to Mi Envio S.P.A 
(restated 2022: £14,534) and made
no repayments 
(restated 2022: £3,500). As of the year-end, the outstanding loan stood at £40,355
(restated 2022: £19,604), recorded under debtors due after one year. The loan is unsecured and
interest-free.


11.


Going Concern

To assess whether the Company meets the required criteria to remain a Going Concern, the directors have reviewed the Company’s financial performance of the year completed and assessed it against the financial forecasts for the current year to date. The directors have also considered the positive impact on the recent cost saving measures, the ongoing shareholder commitment and the issuance of the new EEA license in Spain, as mentioned below. Given all of these factors, the directors are confident that the Company remains a Going Concern.

Page 13

 
TRANSPAYGO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Post Balance Sheet Events:

In the first half of 2024, the Company experienced a further significant drop in revenue due to a complete operational failure of the Cuban remittance system. The failure led to four months of manual remittance processing in Cuba. This significantly slowed down transactions and reduced transaction volumes. Since the resolution of this issue in June, transaction numbers have been recovering to reach a new record high in July. Despite this, the Company continues to be cautious and to closely monitor the ongoing risks in our key markets. These include increased competition, erosion in customer loyalty due to price-sensitivity and ongoing currency risks. As a result, the Company is continuing to reassess its costs and overheads.  
Investments: To fund the USA expansion the Company secured an initial £384,987 (€450,000) prior to 31st May and a further £84,321 (€100,000) loan form Matthias Wurmböck to help finance the restructuring. 
It has also been agreed that Christopher Bailey will receive an EMI with effect from May 2024.


13.


Investments in related companies post-balance sheet:

The Company repaid many of the outstanding loans to Mi Envio Entidad de Pago, which will operate the US business.
The Colombian entity, Mi Envio SAS, will be dissolved in 2024. 
The Company also decided not to continue pursuing the licence application in Serbia, as it would have required too much management time. 


14.


Controlling party

The Company is jointly controlled by Mirko Kinigadner and Matthias Wurmbock.

 
Page 14