The directors present the Strategic Report for the year ended 31 December 2024.
Principal activity
The principal activity of Tide Holdings Limited (the "Company") is that of a holding company. Tide Holdings Limited and its subsidiaries are together referred to as the "Group" or "Tide".
The principal activity of the Group in the year under review was as a software and services provider which provides a Business Financial Platform for current accounts, other financial products and financial administration software tools to help small businesses run their activities more efficiently. The Group also provides proprietary credit products and provides an online small and medium-sized enterprises ("SME") loan platform and SME loan broking to the Group's UK SME members.
Review of business
Tide's mission is to help our members (customers) save time (and money) in the running of their businesses, so they can get back to doing what they love. Our vision is to become the UK's leading Business Financial Platform for small and medium-sized enterprises ("SME").
Subsidiaries:
Tide Platform Limited, operates as a FCA regulated e-money institution providing digital business financial platform services for the UK SME market and develops Tide Platform software technology;
Tide Capital Limited, Tide Capital II Limited, Tide Capital III Limited, are focused on providing proprietary lending through the Tide platform;
Tide Platform Private Limited, provides digital business financial platform services for the Indian SME market;
Tide Platform Technology and Servicing Private Limited, provides engineering, customer and business support services to Tide Platform Limited;
Tide Platform S.A, provides digital business financial platform services for the EU SME market;
Tide Platform GmBH, provides marketing support to Tide Platform S.A., and Partnership Credit Services specifically for the German SME market;
Tide France SAS, incorporated on 20 March 2025, will provide marketing and onboarding support to Tide Platform S.A., specifically for the French SME market;
Funding Options Limited, provides a digital SME credit marketplace.
Tide I.S. Limited, incorporated on 23 May 2025 will operate to provide insurance related products for the Tide Group.
The business remains dedicated to delivering its mission to current members and onboarding new members. Over the last financial year, Tide has seen significant growth in the member base. In June 2025, Tide reached over 1.5 million members globally. The Group intends to continue to expand and enhance its product offerings and its international presence in order to meet both current and future member demands and expectations.
The Group’s employees are key to its successes in delivering the business plan to date and achieving its mission thus far, and will continue to be into the future. Over the last financial year, staff numbers including contractors have increased from 1,623 to 2,132.
In October 2024, the Group acquired the technology, employees and existing customers of Onfolk Limited as part of Tide’s expansion strategy to accelerate its existing product offerings by introducing payroll and human resource features to our members. Further information can be found on the acquisition within note 11 of the notes to the group financial statements.
During the year, the Group issued further Series C preference shares for cash consideration of £23.4m, taking the total amount raised from the Series C round to £124.3m, and deferred B ordinary shares for cash consideration of £2.1m. The Group refinanced the revolving facility in April 2024, extending the maturity from April 2024 to April 2025 with the revision on interest from 10.25% to 12.25%. This was again extended from April 2025 to July 2026 which allows the Group to maintain its current liquidity levels, as well as maintain the operational and expansion strategies going forward.
Financial review
Turnover has increased from £119.4m to £190.5m for the year ended 31 December 2024 due to significant growth in the member base and introduction of new products and features. Operating loss for the year was £23.5m (2023: £41.4m). Whilst revenue has grown we continued to increase expenditure on marketing and member acquisition activities, as well as continued investment in technological and product development and entry into new international markets.
Net assets of the Group were £27.3m (2023: £19.4m). During the year, the Company received £25.5m (2023: £22.7m) of equity investment.
The metrics included in this section are also considered to be the Group's key performance indicators.
The Group's activities expose it to a number of financial risks. Management reviews the key risks facing the business on a monthly basis or more frequently if required. The principal risks exposed to the business due to its activities are considered to be strategic, financial, operational, conduct, financial crime, credit and counterparty, regulatory compliance and information security risks, as well as economic uncertainty surrounding the geo-political environment.
The Group operates a three lines of defence model and, since January 2023, a dedicated Internal Audit function reporting administratively to the CEO and functionally to the Chair of the Finance and Audit Committee. The Group maintains a risk management framework and risk register, which is reviewed and evaluated by key internal stakeholders and maintained by the Chief Risk Officer. The Group also undertakes specific external audits undertaken by third parties including Financial Crime, Safeguarding and General Data Protection Regulation (GDPR) audits, and oversight checks including technical penetration testing. Below are the key learnings from these risk assessments as well as data from internal risk evaluations. These risks will continue to change with the Group profile, internally and externally, as well as with changes in external market forces.
Key risks & mitigating controls
Strategic risk
The Group is executing an ambitious strategy. With this comes increased focus on the availability of suitable resources to support the Group's growth and international expansion plans. Senior management of business areas are responsible for their own resourcing budgets, thus the need to define the necessary resources within the action line itself and not top-down. Resource requests are reviewed by management in line with the growth strategy and approved in line with departmental priorities; any additional resources required will be reviewed and requested of the Board by the CEO. Actual performance is reviewed against budgets on a monthly basis and any change in assumptions and expectations is updated in forecasts.
Financial risk
There are two factors in Capital Adequacy Risk: that capital is and will be insufficient to meet the Group’s operational requirements, and within its regulated subsidiaries, that of the regulatory requirements in accordance with its FCA regulation. Liquidity risk is defined as the risk that Tide has insufficient financial resources to meet its commitments as they fall due. Interest and exchange rate risks are exposures to adverse movements of market interest and exchange rates.
Tide is adequately capitalised and has sufficient funding to meet its needs with significant investor funding and both commitment and appetite for continued investment. The CEO and CFO review the Group’s financial position in both management accounts and quarterly re-forecasts on at least a monthly basis, in addition to the Board of Directors’ regular reviews. This allows for early identification when additional fundraising is likely to be required. Management regularly monitors working capital and funding requirements to ensure that it is able to meet its obligations as they fall due and there is a strategic liquidity plan that is reviewed and signed off by the Board in line with the business plan. The directors also monitor the results of capital and liquidity adequacy under stress scenarios and triggers for remedial actions.
The Board has a number of contingency plans available to execute should we encounter stress scenarios that could cause significant financial impact. Tide is not exposed to structural interest rate risks with all lending undertaken at fixed interest rates. No balance sheet interest rate risk arises from member deposits at Tide’s partner banks.
Exchange rate movements on cost expenditures in non-GBP currencies are reviewed as part of the quarterly financial review cycle.
Conduct risk
Conduct risk is the risk that members suffer loss or detriment due to failures in the design, promotion or delivery of Tide’s products and services. Tide’s products are designed with members first and foremost in their design and delivery, in accordance with the Group's mission, to save our members both time and money. The approach to product design and delivery is holistic, with our experienced product, development, operations and member support functions contributing to the member experience, which in itself helps to avoid and mitigate conduct risk, both in the design phase and on-going post-delivery. The governance, procedures and controls for Conduct Risk takes into account the best practices and requirements set by the FCA Consumer Duty regulation and takes Consumer Duty requirements into consideration.
Financial crime
Financial Crime Risk refers to the potential for Tide to be used - knowingly or unknowingly - as a vehicle for committing illegal activities that result in financial gain to a perpetrator and harm to individuals. Financial crime risk encompasses a range of threats including money laundering, terrorist financing, fraud, bribery and corruption, sanctions breaches, and tax evasion facilitation.
Tide employs industry-leading identity verification providers to screen all applicants, conducting rigorous checks against trusted third-party databases and global watchlists. A multi-layered, in-app verification process safeguards member accounts against unauthorised access, while Mastercard’s anti-fraud controls are leveraged to detect and decline transactions involving potential compromised cards. In addition, Tide has developed bespoke transaction monitoring systems that generate alerts for activity indicative of potential financial crime. These systems are continually enhanced and refined as part of the firm’s commitment to maintaining a robust financial crime control framework.
Tide has developed controls and has dedicated personnel to monitor, identify and investigate suspected Financial Crime, including Fraud. The Group actively engages in industry forums to stay informed of typologies and proactively identify potential financial crime. Any suspicion identified by Tide is reported to the local Financial Intelligence Unit (FIU) where required.
The new PSR requirement of mandatory reimbursement for Authorised Push Payment (APP) Fraud became effective from 07 October 2024 within the UK. Tide have seen no increase or change in fraud typologies since the launch of mandatory reimbursement. The UK business has undertaken significant fraud enhancements in preparation for and since the introduction of the APP Fraud Mandatory Reimbursement scheme, with a focused APP Fraud strategy that has covered a variety of controls enhancements, including models, revised operational procedures, member warning enhancements, and member education. It has also included enhancing potential stress scenarios as part of financial risk planning.
Operational risk and failure of outsourced providers
Tide works with strategic partners across the UK, India and Europe in serving its members. The majority of UK members have their funds held in ClearBank FSCS-protected bank accounts. ClearBank is authorised by the PRA and regulated by the FCA and the PRA. Eligible deposits with ClearBank are protected up to a total of £85,000 by the FSCS, the UK’s deposit guarantee scheme. In India member funds are held by Transcorp (an RBI Licensed entity) in an escrow account maintained in the scheduled bank. Germany member funds are held with Adyen, a licensed credit institution by De Nederlandsche Bank. The accounts provided by Adyen are protected under the Dutch Deposit Guarantee Scheme (“DGS”) for balances up to EUR 100,000.
To preserve continuity of service even in the face of unexpected events, Tide maintains a business continuity plan, disaster recovery plan, and incident management policy and attendant procedures to manage operational incidents should they arise. Tide also maintains a comprehensive and robust wind-down plan.
There are various third parties that support the delivery of Tide’s services, which are governed by a Vendor Risk Policy. Tide maintains ongoing visibility of all critical service providers to ensure that all service level agreements, performance and availability are monitored. Providers for outsourced activities are also subject to oversight.
Tide has prepared for timely compliance with FCA regulation on Operational Resilience implementation. Tide’s approach to operational resilience is to ensure that it maintains services which are able to withstand operational stresses and disruption. Tide has undertaken exercises to identify the important business services, map related resources supporting these services, define impact tolerance levels and perform continuous scenario testing thus ensuring it remains within set impact tolerance levels. Tide is preparing for compliance with requirements associated with the EU DORA (Digital Operational Resilience Act).
Tide continually reviews and updates its practices in Operational Risk management to improve its resilience, third party risk management, and approach to other key operational risks, via learning from unexpected events, keeping up to date with external developments, and via regulatory horizon scanning.
Credit and counterparty risk
Credit risk is defined as the risk of a loss resulting from a member’s failure to repay a loan or meet contractual obligations, and the risk that any financial institutions in which Tide's holds its own cash run into financial difficulty and are unable to release Tide’s funds from such accounts (wholesale credit risk).
Tide adheres to internal credit policies and procedures and lending best practices to identify, assess and manage risks which would expose Tide’s group to financial losses.
Member credit risk for the credit products is measured and monitored against a risk appetite framework. The first and second lines of defence collaborate on an ongoing basis to monitor and mitigate credit risk, assess risk appetite to enable Tide members to have access to appropriate credit and create the appropriate loan loss provision for the credit portfolios.
Wholesale credit risk limits are approved for counterparties holding Tide’s own cash based on a risk assessment of the entities’ credit worthiness and stability. Credit exposures to counterparties are monitored on a regular basis.
Credit products policies and credit risk policies are reviewed against the credit product performance and counterparty limit utilisation and updated periodically based on Tide’s risk appetite.
Regulatory compliance risk
Tide faces a risk that any new regulation or changes to the existing regulatory framework might impact Tide’s operations and business. This also includes not being prepared for any regulatory changes and breaching compliance requirements. To ensure this is mitigated properly, Tide maintains an ongoing proactive Horizon Scanning process, to ensure Tide stays up-to-date with all relevant changes to the regulatory landscape and ensures compliance with implementation dates specified by Tide regulators.
Tide also faces a risk that operational teams do not properly follow the internal policies and procedures put in place to ensure regulatory compliance, resulting in an internal breach. To mitigate this, Tide adheres to the ‘Three Lines of Defence’ (3LOD) model. The 3LOD approach ensures a clear delineation of responsibilities between control over day-to-day operations, risk oversight and control and independent assurance of Tide’s activities.
Due to the nature of the business, Tide holds member data and employee data, and the Group must be compliant with strict data protection and privacy laws and regulations both globally and at a geographic level, such as General Data Protection Regulation (GDPR).
The 2LOD Risk & Compliance team conducts testing and monitoring of the 1LOD adherence to policies and procedures. This ensures the different risks across the business are being mitigated properly, and that the controls in place set by the 1LOD are effective and aligned with the approved policies and procedures.
Information security risk
Due to the nature of its operations, Tide is responsible for the processing of sensitive data (including personal data of customers and employees, financial and transactional data, and intellectual property such as Tide application source code). Information security risk at Tide is associated with the loss of confidentiality, integrity and/or availability of this data.
In order to manage this risk effectively, Tide has implemented a global Information Security Management System (ISMS) based on the ISO 27001:2022 framework. Tide’s ISMS is certified by an accredited certification body, and is independently audited on an annual basis.
Tide’s ISMS ensures that relevant technical, procedural and administrative controls are implemented across all information security domains. This includes:
Personnel security
Physical security
Identity & access management
Asset management
Secure software development
Operational security
Incident management
Supply chain security
Business continuity and disaster recovery
A global CISO and Information Security team in the 1LOD are responsible for the management of Tide’s global information security programme and associated controls. An Information Security Risk team in the 2LOD are responsible for management of the ISMS and for conducting oversight of the information security programme. An information security auditor in the 3LOD is responsible for auditing Tide’s ISMS against the ISO 27001 framework.
Economic uncertainty
Management monitors global conflicts to ensure that the Group complies with any regulatory or legal changes which may impact operations as they continue. Management is also monitoring macroeconomic factors such as interest rates and inflation which may impact Tide’s customer base in the UK. The Group has continued to expand its customer base despite the challenging climate.
Future developments
The directors expect the level of business activity to increase in the coming year. This is as a result of increased equity investment and funding from refinancing allowing for further marketing expenditure, providing strengthened exposure in the marketplace and further expansion of the product and service offering, as well as enhancements and improvements in the existing product base. As trust in fintech grows and more SMEs choose to move away from traditional high street banks, Tide continues to benefit from its transparent approach to business banking. This can already be seen into the new financial year, as member applications and onboarded members continue to increase month on month.
In April 2025 the Group refinanced its existing credit facilities with TriplePoint Capital LLC which allows the Group to look into further expansion strategies going forward. Tide will continue to expand its product offering as it scales in India and Europe. The Group will continue to monitor the market for other opportunities for expansion via acquisitions. Additionally, staff numbers have continued to grow, exceeding 2,110 globally post year end to date of signing.
Section 172 of the Companies Act 2006 (“s.172”) imposes a general duty on Directors to act in the way they consider, in good faith, would be most likely to promote the success of the Group for the benefit of its stakeholders.
Our goal is to drive value for members (our customers), Tideans (our colleagues), and shareholders alike. The Board believes that balancing the interest of stakeholders with our corporate purpose and the desire to maintain high standards of ethical conduct is embedded in the way we do business.
Our mission is to help our members save time (and money) in the running of their businesses, so they can get back to doing what they love.
The Board delegates day-to-day management and decision-making to its senior management team, but it maintains oversight of the Group’s performance, and reserves to itself specific matters for approval. By receiving regular updates on business performance, activities and objectives, the Board and its constituent committees monitor that management is acting in accordance with agreed strategy. Processes are in place to ensure that the Board receives all relevant information to enable it to make well-judged decisions in support of the Group’s long-term success.
Achieving long-term value for our shareholders
The Board engages directly with the shareholders through routine reporting and uses this engagement to ensure that the Group’s strategy is aligned with that of shareholders. The key investors are represented as Investor Directors on the Board, other material investors attend the Board as Board Observers.
Our members
The Board takes a keen interest in member feedback and encourages the business to maintain multiple channels and internal and external methods of communication to engender a useful and constructive dialogue. Tide also works with a number of external partners to provide multi-channel content and in person support for members to receive mentoring, marketing and other types of insights.
With respect to SME advocacy, Tide has embedded working with external partners to provide input into submissions on best practice on combatting APP Fraud.
Senior Management attended Board meetings in 2024 to provide insight on member feedback and market expectations. The Board uses this feedback and surveys to ensure the Group continues to provide best in class services. Member feedback is analysed and resolved through the Member Root Cause Feedback (MRCF) mechanism.
Investing in people
Tideans are the driving force behind our mission and growth. We engage with our employees clearly communicating strategy and performance. We support the development of our people through appropriate learning and development initiatives. The Directors regularly seek feedback from employees directly and through management.
Employee surveys are completed bi-annually with the results reported to the Board. This information is used by the Board to ensure we continue to have an engaged, motivated and appropriately trained workforce.
Tide signed the Women in Finance Charter in 2022. As a signatory of the Women in Finance Charter, we’ve committed to publishing annually the percentage of senior leadership positions held by women. At the end of 2024, 36% of senior positions, at the VP level or above, were held by women (2023: 28.5%). We reached our target set in 2023 for 30% female representation in senior positions by the end of 2024. Tide is still committed to onboarding 200,000 women members in the UK and 500,000 in India by the end of 2027.
The number of global senior leadership positions at Tide is increasing, also in line with our ambitions to scale and diversify globally. We are committed to hiring women into senior leadership positions and have recently made hires accordingly. We work proactively across the business globally to address this gap in target, by undertaking many initiatives to ensure we reach this target, including:
Investing in people (continued)
Vetting our hiring process
Offering family friendly benefits
All inclusive social diversity celebrations
Supporting diversity outside of Tide
Applications for employment by disabled persons are always fully considered, bearing in mind the abilities of the applicant concerned. In the event of members of staff becoming disabled every effort is made to ensure that their employment with Tide continues and that appropriate training is arranged. It is Tide’s policy that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
The environment
Through our Tide’s Net Zero Plan, we have made a public commitment to:
Removing 100% of our emissions with durable carbon removal from 2022 onwards. Durable carbon removal refers to technologies that physically capture CO2 from the atmosphere and locking it in durable storage.
Reducing 90% of our 2021 emissions per employee by 2030. In doing so, we will reduce emissions by 97% on a revenue basis. This is the total emissions over total revenue in the 2021 base year compared to total emissions over total revenue in the 2030 target year.
Making Net Zero simpler for our Members by developing support for them to get to Net Zero.
As part of the governance associated with the delivery of the Net Zero plan, the Board receives quarterly updates on the Group’s carbon emissions trajectory and how this tracks versus our targets, as well as attending regular targeted workshop throughout the year involving executives and Board members to discuss our goals on climate change and how we aim to meet them.
The Group has also an internal Net Zero reporting policy which has been reviewed and approved at the Board level.
Tide has undertaken the following measures aimed at reducing its impact on the environment:
Founding member of Bankers for Net Zero (B4NZ).
Engaged a third party supplier to measure our carbon footprint, which is reported to the Board.
Engaged a third party supplier to provide a limited assurance independent external verification of our GHG emissions.
In 2024, we purchased 4,369 tonnes of durable, long-term biochar carbon removals credits to sequester our 2023 carbon emissions; this makes us one of the first tech companies to do this, the first fintech to remove 100% of its emissions via this method and the first business banking platform to do this.
All our carbon removals transactions are publicly available on the CDRfyi register, a leaderboard of companies who have chosen to reduce some/all of their carbon emissions via carbon removals.
In 2024, we continued purchasing 100% renewable electricity to match our office electricity consumption, as well as the electricity that we estimate our employees consume while working from home.
At the end of 2024 we reduced our scope 1, 2 and 3 CO2e intensity emissions per employee by 44% compared to the 2021 baseline and 19% year on year. By 2030, Tide will reduce our Scope 1-3 CO2e emissions per employee compared to a 2021 baseline by 90%.
Founding Partner of Perseus, a multisector national collaboration to automate pre-competitive, assurable energy data for UK SMEs.
Joined Tech Zero, a climate action group for tech companies of all sizes committed to fighting the climate crisis. The Tech Zero commitment aligns with the Race to Zero criteria.
Our suppliers
The Group aims to build strong collaborative relationships with its key suppliers, sourcing the best services for the benefit of our members. The Board is committed to high standards of ethical business contact. We balanced the benefits of maintaining strong partnerships with key suppliers alongside the need to obtain value for money for our investors and excellent quality and service for our members.
Information about key suppliers is provided to the Board by the Directors when relevant to Board deliberations. During the year, the Board has reviewed and approved certain supplier contracts.
Lenders
Regular reporting is in place that demonstrates Group performance is meeting agreed covenant reporting and providing all required information submissions.
Anti-modern slavery statement
Tide has published a statement that outlines the measures we have taken to identify and address potential risks of modern slavery in our business operations and supply chains during the financial year 2024. The Statement on Modern Slavery and Human Trafficking was published in accordance with the Modern Slavery Act 2015, and includes our subsidiary Tide Platform Ltd.
Streamlined Energy and Carbon Reporting (SECR)
Tide has worked with a third party provider to measure and track our monthly carbon footprint, which is reported to the Board. Our annual carbon emissions footprint for the year ended 31 December 2024 and its prior year comparative has been independently verified and Tide was provided with limited assurance of the GHG emissions statement, in accordance with ISO 14064 Part 3 (2019): Greenhouse Gases: Specification with guidance for the verification and validation of greenhouse gas statements.
For the calculation of emissions, BEIS 2024 UK Government Conversion Factors for Greenhouse Gas reporting conversion factors are used.
Below is our SECR Report, which sets out some specific aspects of our carbon footprint:
| Year ended 31 Dec 24 | Year ended 31 Dec 23 |
Annual quantity of emissions resulting from activities involving the combustion of gas or the consumption of fuel for the purposes of transport (market-based) [tCO2e]
|
0.4 |
0.7 |
Annual quantity of emissions resulting from activities involving the combustion of gas or the consumption of fuel for the purposes of transport (location-based) [tCO2e]
|
23.4 |
8.5 |
Annual quantity resulting from the purchase of electricity for its own use, including for the purposes of transport (market-based) [tCO2e]
|
0 |
0 |
Annual quantity resulting from the purchase of electricity for its own use, including for the purposes of transport (location-based) [tCO2e]
|
32 |
47 |
Aggregate energy consumption used to calculate emissions [kWh]
|
257,752 |
292,778 |
Emissions (fuel & electricity) per full-time employee (market-based) [tCO2e]
|
0 |
0 |
Emissions (fuel & electricity) per full-time employee (location-based) [tCO2e]
|
0.15 |
0.16 |
Please note - Tide’s scope 1 and 2 is reported as zero for both location and market based emissions as all our offices are leased assets with energy consumed being included as a service charge. Tide doesn’t own or operate any fleet vehicles.
Streamlined Energy and Carbon Reporting (SECR) (continued)
All Tide’s emissions, including those listed in the table above, are calculated as part of scope 3 emissions and disclosed annually through Tide’s Net Zero Statement of Fact on tide.co.
Reporting has been conducted in accordance with methodology set out in the Greenhouse Gas (“GHG”) Protocol Corporate Standard, and using the Department for Environment, Food and Rural Affairs’ (“DEFRA”) emissions factors to calculate emissions. Calculation of our SECR energy consumption and GHG emissions was completed by an independent third party provider. The annual GHG emissions has been independently verified with limited assurance.
On behalf of the board
The directors present their annual report on the affairs of Tide Holdings Limited and its subsidiaries (the 'Group’) together with the audited financial statements for the year ended 31 December 2024.
The Group has branches, as defined in section 1046(3) of the Companies Act 2006, outside the UK as follows: -
Tide Platform Ltd - Bulgaria Branch BFT - opened November 2018.
Tide Platform Ltd - Beogard - Serbia Branch - opened June 2023.
Tide Platform Ltd - German Branch - opened March 2024.
Tide Platform Ltd - Lithuania Branch - opened September 2024.
Tide Platform Ltd - Romania Branch - opened June 2025.
Tide Platform SA - Bulgaria Branch - opened December 2022.
The directors do not recommend payment of a dividend in the year (2023: £Nil).
The directors who served during the year and up to the date of this report, unless otherwise stated, were as follows:
During the year, the Group developed and made enhancement to numerous products in line with expansion and customer demand, including, but not limited to: development of decision engine framework and early agentic models to act on potentially fraudulent member transactions; rollout of new subscriptions plans in the UK; launching and scaling Tide Instant Saver which brought in significant customer deposits; further increasing functionality of Tide Accounting; and launching the Home tab which is the central console for Tide’s Business Management platform.
Post year end funding activities to support product and software development and international expansion include:
In April 2025, an additional revolving loan facility was entered into by the Group of £4.0m which has an interest of 12.25% and is due to mature in April 2026.
The existing revolving loans (note 19), initially set to mature in April 2025, has been renewed and extended until July 2026.
Equity investment in its subsidiaries of £10.9m in Tide Platform Private Limited, £7.2m in Tide Platform Limited, £0.6m in Tide Capital III Limited.
Management is also monitoring macroeconomic factors such as interest rates and inflation which may impact Tide’s customer base in the UK. Tide does not enter structural interest rate risks with all lending undertaken at fixed interest rates.
The directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly they continue to adopt the going concern basis of accounting in preparing the annual financial statements. More detail can be found in note 1 of the financial statements.
Share issue
The Company issued 2.9m (2023: 4.3m) ordinary and preference shares of US$0.00001 each during the year.
Auditor
Each of the persons who is a director at the date of approval of this report separately confirms that:
so far as the directors are aware, there is no relevant audit information of which the Company’s auditor is unaware; and
the directors have taken all the steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the Company’s auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.
Deloitte LLP have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditor in the absence of an Annual General Meeting.
The directors are responsible for the maintenance and integrity of the Company website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Basis for opinion
Conclusions relating to going concern
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
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.
We considered the nature of the company’s industry and its control environment, and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.
We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that:
had a direct effect on the determination of material amounts and disclosures in the financial statements. These included UK Companies Act, tax legislation; and
do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty. These included Financial Conduct Authority electronic money regulatory requirements applicable to Tide Platform Limited as it is authorised as an e-money issuer.
We discussed among the audit engagement team including relevant internal specialists such as IT and valuation regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
enquiring of management and in-house legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and
reading minutes of meetings of those charged with governance reviewing compliance reports and reviewing correspondence with the Financial Conduct Authority.
In our opinion, based on the work undertaken in the course of the audit:
the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors’ report.
Matters on which we are required to report by exception
Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
We have nothing to report in respect of these matters.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an 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 members as a body, for our audit work, for this report, or for the opinions we have formed.
The loss and total comprehensive loss for the year is all attributable to the owners of the Parent company. There is no tax relating to other comprehensive income in relation to the currency translation loss.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
The notes on pages 22 to 41 form part of these financial statements.
The notes on pages 22 to 41 form part of these financial statements.
The notes on pages 22 to 41 form part of these financial statements.
The Company has taken the exemption under s408 of the Companies Act and has not presented its own profit and
loss account and related notes. The Company’s profit for the year was £0.5m (2023: £0.8m loss).
The notes on pages 22 to 41 form part of these financial statements.
The notes on pages 22 to 41 form part of these financial statements.
The notes on pages 22 to 41 form part of these financial statements.
Tide Holdings Limited (“the Company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 4th Floor The Featherstone Building, 66 City Road, London, United Kingdom, EC1Y 2AL.
The Group consists of Tide Holdings Limited and all of its subsidiaries.
The principal activities of the Company and its subsidiaries (the "Group") and the nature of their operations are set out in the strategic report.
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.
In accordance with Section 7 and 9 of FRS 102, the Group has elected to take the disclosure exemptions available to it and has not presented the parent company statement of comprehensive income and company statement of cash flows.
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 £000.
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) issued by the Financial Reporting Council. The principal accounting policies adopted are set out below.
The Group financial statements consolidate the financial statements of the Company and its subsidiary undertakings drawn up to 31 December. The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed.
Business combinations are accounted for under the purchase method. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group. All intra-group transactions, balances, income and expenses are eliminated on consolidation.
As permitted by s408 of the Companies Act 2006, no separate profit and loss account or statement of comprehensive income is presented in respect of the Parent company. The profit attributable to the Company is disclosed in the footnote to the Company's balance sheet.
In adopting the going concern basis of preparing the financial statements, the directors have considered the business activities and future plans to develop its product offering and scale its customer base, as well as the Groups’ principal risks and uncertainties set out in the Strategic Report. Based on cash flow forecasts, financial projections and investor confidence following the recent equity fundraising, debt refinancing and the results of the current financial year, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The directors acknowledge the uncertainty and continue to monitor key risk metrics as well as the situation regarding the economic environment and geo-political uncertainty. Stress scenarios are focused on material impacts to liquidity and capital, including inability to raise additional capital and stress events that could have a significant cash flow impact. The directors have a number of contingency measures available should the Company encounter financial stress, impacting liquidity and capital particularly.
Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the supply of services represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the fair value of the consideration received or receivable. Where a contract has only been partially completed at the balance sheet date turnover represents the fair value of the service provided to date based on the stage of completion of the contract activity at the balance sheet date. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.
Interchange and payment fees are fees earnt on member transactions and are recognised at the point of payment transaction.
Subscription revenue is charged to members for a range of additional services offered to members. Fees (net of discounts and incentives) are recognised evenly over the period in which the subscription service relates.
Commission income is earnt for introducing customers to lenders. Revenue is recognised when the contract with the partner has been fulfilled.
Deposit income is the share of interest earned on member funds placed by our partner financial institutions, as consideration for services supplied by Tide. Revenue is recognised over the period in which the service relates.
Credit interest income relates to interest income on loans to customers. Interest income is recognised in the profit and loss account using the effective interest method.
Amortisation charged in the year is reported within administrative expenses on the Profit and Loss Account.
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively, if appropriate, or if there is an indication of a significant change since the last reporting date.
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 recognised in the profit and loss account.
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the profit and loss as described below.
Non-financial assets
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Financial assets
For financial assets carried at amortised cost, the amount of impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the financial asset's original effective interest rate. For financial assets carried at cost less impairment, the impairment loss is the difference between the asset's carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date. Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities, like trade and other debtors and creditors, and loans from related parties.
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the instrument.
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 Group after deducting all of its liabilities.
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.
Financial assets and liabilities are only offset in the balance sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Group intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Financial assets are derecognised when and only when a) the contractual rights to the cash flows from the financial asset expire or are settled, b) the Group transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or c) the Group, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.
Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires.
Equity instruments
Equity instruments issued by the Group are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs.
Investments
In the Company balance sheet, investments in subsidiaries and associates are measured at cost less impairment. For investments in subsidiaries acquired for consideration including the issue of shares qualifying for merger relief, cost is measured by reference to the nominal value of the shares issued plus fair value of other consideration. Any premium is ignored.
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted at the balance sheet date.
Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the Group intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the Group's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of the timing difference.
Deferred tax assets and liabilities are offset only if: a) the Group has a legally enforceable right to set off current tax assets against current tax liabilities; and b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.
Research and development expenditure tax credits are recognised as income after submission to the HMRC and on the basis that is it probable that the claim will be settled by the HMRC.
The Group operates a defined contribution scheme. The amount charged to the profit and loss account in respect of pension costs and other retirement benefits is the contributions payable in the period. Differences between contributions payable in the period and contributions actually paid are shown as either accruals or prepayments in the balance sheet.
Certain employees of the Group receive remuneration in the form of share-based payments, whereby employees render services as consideration for share options in equity instruments issued by Tide Holdings Limited (equity-settled transactions).
Equity-settled share-based payments to employees and others providing similar services are measured at the fair value of the share options at the date of the grant. Non-market vesting conditions are only taken into account by adjusting the number of equity instruments expected to vest at each Balance Sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of equity instruments that eventually vest. The Company recognised equity-settled share-based payment transactions as an employee expense, with a corresponding increase in the share based payment reserve.
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
The Group as lessee
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the profit and loss account over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.
Grant income is recognised based on the accruals model or the performance model and is measured at the fair value of the asset receivable. The basis is determined individually for each grant. The Group has applied the performance model in respect of the Banking Competition Remedies ("BCR") grant. The grant is recognised in income when the grant is receivable based on the achievement of an operational performance objective to attain target SME business current account market share. The grant funds will be released evenly following each 1% incremental share gained. The grant funds will only be released to the extent that eligible financial expenditure has been incurred and match funded by the Group. Eligible expenditure is defined as expenditure on marketing, processing and servicing, programme governance and proposition development. Grant income is presented as other operating income.
Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.
Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.
Interest income
Interest income is recognised in the profit and loss account using the effective interest method.
In the application of the Group’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.
The directors do not consider that any critical judgements have been made in the application of the Company's accounting policies in these financial statements.
The key assumptions concerning the future, and other key sources of estimation uncertainty at the balance sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are discussed below.
Share-Based Payments
The Group's share-based payment transactions are measured using the fair value method at the grant date. This involves a degree of estimation uncertainty, primarily due to the reliance on inputs that cannot be reliably measured based on observable market data. The Black-Scholes model is used to value share options, incorporating the following key assumptions:
- Exercise price of the option
- Fair market value of the share
- Expected term of the option
- Estimated annual forfeiture rate
- Expected volatility of the share
- Expected dividend yield
- Risk-free interest rate
Of the above valuation inputs, the fair market value of the shares is the most material and bears the greatest estimation uncertainty. A sensitivity analysis has been performed, considering independent scenarios of fluctuation in these key assumptions. A 10% increase in the fair market value of the underlying share would increase total expenses related to share-based payment transactions by £2.2m for the year ended 31 December 2024. Conversely, a 10% decrease would decrease expenses by £2.2m.
The sensitivity rates are deemed to represent a reasonably possible change based on historical volatility. The fair market value of a share used as an input in the Black-Scholes model is determined by performing a valuation of the Group. This valuation exercise requires numerous assumptions, particularly relating to the option pricing model and its key inputs such as stock price, volatility, risk-free rate, expected term and other relevant factors.
Recognition of deferred tax assets
The extent to which deferred tax assets can be recognised is based on an assessment of the probability that future taxable income will be available against which the deductible temporary differences and tax loss carry-forwards can be utilised.
No deferred tax asset has been recognised at 31 December 2024 to the extent that it is not considered probable that a deferred tax asset would be recovered against future profits. The Group has not recognised deferred tax assets of £45.1m (2023: £45.3m) in respect of losses amounting to £180.5m (2023: £181.1m) that can be carried forward against future taxable income.
The Banking Competition Remedies ("BCR") Pool A and Pool E grant programs were completed at the end of 2023, with key grant release milestones achieved and all associated funds received.
The average monthly number of persons (including directors and excluding short-term contractors) employed by the Group and Company during the year was:
Their aggregate remuneration comprised:
The aggregate of emoluments including benefits in kind, was paid to 3 (2023: 2) directors in the year. The number of directors who are members of a defined pension scheme is 1 (2023: 1).
£3.2m (2023: £3.4m) of interest payable and similar expenses relates to financial liabilities measured at amortised cost.
The actual charge/(credit) 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:
The Group has taxable losses carried forward of approximately £180.5m (2023: £181.1m).
Factors that may affect future tax charges:
The Finance Act 2021, which was substantively enacted on 24 May 2021, included an increase to the UK Corporation Tax rate (effective from 1 April 2023) to 25% (for companies with profits over £250,000) and continues to be 19% (for companies with profits of £50,000 or less). Companies with profits between £50,000 and £250,000 pay tax at the main rate reduced by a marginal relief providing a gradual increase in the effective Corporation Tax rate.
Goodwill was recognised upon Tide Holdings Limited's acquisition of the ordinary share capital of Tide Platform Limited in March 2017 for £Nil consideration. The fair value of the identifiable assets and liabilities of Tide Platform Limited at that date amounted to a net liability of £1.6m.
Goodwill was also recognised upon Tide Holdings Limited's acquisition of the ordinary share capital of Funding Options Limited in January 2023 for £1 consideration. The fair value of the identifiable assets and liabilities of Funding Options Limited at that date amounted to a net liability of £3.8m and the cost of the business combination amounted to £0.4m.
Goodwill was also recognised upon Tide Holdings Limited's acquisition of the assets and liabilities of Onfolk Limited in October 2024 for £1m consideration. The fair value of the identifiable assets and liabilities of Onfolk Limited at that date amounted to a net liability of £Nil and the cost of the business combination amounted to £0.1m.
The Group established Tide Platform GmBH in the financial year with a total of €0.03m invested on its incorporation. Tide Platform S.A, a wholly owned subsidiary of the Company, holds 100% of the shares in the subsidiary established.
Other additions in the year relate to share based payments (see note 21).
Details of the Company's subsidiaries at 31 December 2024 are as follows:
The consolidated financial statements include the results of Tide Platform Limited, Tide Capital Limited, Tide Capital II Limited, Tide Capital III Limited, Tide Platform Private Limited, Tide Platform Technology and Servicing Private Limited, Tide Platform S.A., Funding Options Limited and Tide Platform GmBH.
The Company considers significant changes with an adverse effect on its investments in subsidiary undertakings have taken place during the period, or will take place in the near future, in the technological, market, economic or legal environment in which the subsidiary operates.
Included in trade debtors are loans and advances of £12.9m (2023: £16.7m) of which £12.9m (2023: £10.3m) fall due within one year.
Encumbered cash relates to funds in transit relating to member activities, amounts in ring-fenced accounts to safeguard customer e-money balances and cash collateral placed to cover settlement risk.
The loans are secured by way of a fixed and floating charge over the shares held in subsidiary undertakings.
The Company's bank loans comprise of revolving and fixed term facilities. The revolving term loan incurs an interest rate of 12.25% and is due to mature in July 2026. The outstanding balance as at 31 December 2024 was £6.0m (2023: £6.0m). The terms of the loan include an option for extension.
See note 19 for detailed disclosures relating to the fixed term banking facilities.
No loans are due after more than five years.
Tide Holdings Limited has a cross guarantees in place for the loan facilities held by the Group's subsidiaries, Tide Platform Limited, Tide Platform S.A. and Funding Options Limited. As at year end, it is remote that the cross guarantee will be triggered.
Growth facility loans are fixed term loans. Part 1 of the facility was repaid in full in November 2024 so no outstanding balance for 2024 (2023: £3.0m). Part 2 of the facility incurs an interest rate of 10.625% and is due to mature in August 2026. The outstanding balance as at 31 December 2024 was £12.7m (2023: £15.1m) for Part 2. During the period, Part 3 and Part 4 were entered into by the Group which incurs an interest rate of 11% each and is due to mature in July 2027 and September 2027 respectively. The outstanding balance as at 31 December 2024 was £5.0m and £5.0m for Part 3 and 4 facility respectively.
The loans are secured by way of a fixed and floating charge over the assets of the Group.
Equity-settled share option schemes
The Group has a share option scheme for employees of the Group. The Group recognises and measures its allocation of the share-based payment expenses on a pro-rata basis.
Options and growth shares are exercisable at a price equal to the estimated fair value of the Company’s shares on the date of grant. The vesting period is four years. Options are exercisable at the point of a liquidity event. Options are forfeited if the employee leaves the Group before the options vest.
The fair value of the share options at the grant date was calculated using the Black-Scholes model, which is considered to be the most appropriate generally accepted valuation method of measuring fair value.
Significant judgement is required to estimate the fair value of ordinary share options. Management used a company specific market transaction relating to the primary Series C fund raise during the year as an input to estimate the fair value of those ordinary share options issued during the year.
The Company allotted 0.3m (2023: 1.6m) Ordinary shares with a nominal value of $0.00001 US dollar each, an aggregate nominal value of £2 and consideration of £0.02 was received.
The Company allotted 1.1m (2023: 0.8m) Ordinary B shares with a nominal value of $0.00001 US dollar each, an aggregate nominal value of £9 and consideration of £2.1m was received. 0.2m ordinary B shares with an aggregate nominal value of £2 were redesignated as deferred shares during the year.
The Company allotted 1.5m (2023: 1.9m) C Preference shares with a nominal value of $0.00001 US dollar each, an aggregate nominal value of £12 and consideration of £24.4m was received.
The Company's other reserves are as follows:
Share capital represents the nominal (par) value of shares that have been issued.
Share premium contains the premium arising on the issue of equity shares, net of issue expenses. The profit and loss account reserve includes all current and prior period retained profits.
Foreign currency translation reserve relates to accumulated gain or loss resulting from the translation of foreign operations denominated in a foreign currency into the Company's reporting currency.
Other reserves relates to a share based payment reserve in relation to the share based payments charge to profit or loss for services received in relation to equity settled share based payments not yet settled where the equity instruments are issued by the Company.
At the reporting end date the Group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Post year end funding activities to support product and software development and international expansion include:
In April 2025, an additional revolving loan facility was entered into by the Group of £4.0m which has an interest of 12.25% and is due to mature in April 2026.
The existing revolving loans (note 19), initially set to mature in April 2025, has been renewed and extended until July 2026.
Equity investment in its subsidiaries of £10.9m in Tide Platform Private Limited, £7.2m in Tide Platform Limited, £0.6m in Tide Capital III Limited.
Key management personnel include all directors (both executive and non-executive) of the Group. Key management personnel compensation is equal to the directors remuneration detailed in note 7.
The Company has taken advantage of the exemptions available in Section 33 Related Party Transactions of FRS 102 to not disclose transactions between wholly owned subsidiaries in the Group.
During the year, Tide Platform Limited issued loans to some employees, including directors, to facilitate the purchase of growth shares issued by Tide Holdings Limited. The loans incur an interest rate in accordance with HMRC's official rate of interest on beneficial loans (which is subject to change by HMRC from time to time).
During the year a total amount of £1.4m (2023: £0.3m) was loaned to the directors. £0.02m (2023: £0.01m) of interest was charged and £0.1m (2023: £nil) was repaid in the year, with a balance outstanding of £2.1m (2023: £0.8m) as at 31 December 2024.