GuavaPay Limited Company accounts

COMPANY REGISTRATION NUMBER: 10601900

GuavaPay Limited

Financial Statements

31 December 2024

GuavaPay Limited

Financial Statements

Year ended 31 December 2024

Contents	Page

Strategic report	1

Directors' report	2

Independent auditor's report to the members	4

Statement of comprehensive income	8

Statement of financial position	9

Statement of changes in equity	10

Statement of cash flows	11

Notes to the financial statements	12

GuavaPay Limited

Strategic Report

Year ended 31 December 2024

Overview Guavapay, founded in 2017 and headquartered in the UK, is a FCA-licensed Electronic Money Institution. With over 500 employees, the Company delivers a comprehensive suite of payment solutions spanning consumer and business services. Proprietary in-house technology underpins its operations, providing cost efficiency, scalability, and competitive differentiation. Business Model and Strategy The Company’s strategy is to become a leader in payments by integrating the entire supply chain of financial services into a single platform. Guavapay generates revenue across multiple streams, including transaction fees, FX earnings and card interchange. The flagship MyGuava app and MyGuava Business platform account for approximately 75% of revenue, supported by newly launched e-commerce acquiring and POS services. Growth is driven by a dual focus: Direct-to-Customer (DTC): Expanding personal payments and credit solutions. Direct-to-Business (DTB): Providing bundled services such as business accounts, merchant acquiring, and corporate card solutions. The Company complements this with strategic partnerships (Visa/Mastercard) and correspondent banking relationships in over 20 jurisdictions. Performance In 2023, Guavapay achieved revenues of c.£12.4m and net profit of £2.1m. Revenue doubled in 2024 to c.£23.3m, supported by aggressive marketing and new product rollouts, maintaining profitability (net profit c.£1.3m). Outlook Guavapay is positioned to capitalise on accelerating digital adoption, the rise of P2P and B2B digital payments, and the expansion of acquiring services. With proprietary technology and diversified revenue streams the Company expects sustained growth, enhanced profitability, and continued delivery of innovative financial services to both consumers and enterprises.

This report was approved by the board of directors on 17 September 2025 and signed on behalf of the board by:

N Rustamova

Director

Registered office:

Monument Place

24 Monument Street

London

England

EC3R 8AJ

GuavaPay Limited

Directors' Report

Year ended 31 December 2024

The directors present their report and the financial statements of the company for the year ended 31 December 2024 .

Directors

The directors who served the company during the year were as follows:

K Hasanov
S Henrich
E Nasibov
A Munsur	(Appointed 10 January 2024)
L McCracken	(Appointed 1 March 2024)
N Rustamova	(Appointed 15 January 2024)
O Nasibov	(Resigned 1 February 2024)

M Beeson appointed 01 July 2025 K Hasanov resigned 28 February 2025 E Nasibov resigned 28 February 2025 G Noble appointed 01 March 2025 and resigned 31 July 2025

Dividends

The directors do not recommend the payment of a dividend.

Directors' responsibilities statement

The directors are responsible for preparing the strategic report, directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: - select suitable accounting policies and then apply them consistently; - make judgments and accounting estimates that are reasonable and prudent; - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Auditor

Each of the persons who is a director at the date of approval of this report confirms that:

- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all 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 report was approved by the board of directors on 17 September 2025 and signed on behalf of the board by:

N Rustamova

Director

Registered office:

Monument Place

24 Monument Street

London

England

EC3R 8AJ

GuavaPay Limited

Independent Auditor's Report to the Members of GuavaPay Limited

Year ended 31 December 2024

Opinion

We have audited the financial statements of GuavaPay Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, statement of financial position, statement of changes in equity, statement of cash flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: - give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; - have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

We draw attention to note 3 in the financial statements, which indicates that. As stated in note 3, these events or conditions, along with the other matters as set forth in note 3, indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: - adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or - the financial statements are not in agreement with the accounting records and returns; or - certain disclosures of directors' remuneration specified by law are not made; or - we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. 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 identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we have considered; the nature of the industry, control environment and business performance. We also consider the results of our enquiries of management and the Audit Committee, relating to their own identification and assessment of the risks of irregularities and possible related fraud. This includes reviewing available documentation on their policies and procedures and performing tests of controls to evidence their effectiveness. Throughout the audit testing we are considering the incentives that may exist within the organisation for fraud. Key areas include timing of recognising income around the year end, posting of unusual journals and manipulating the Company's performance measures to meet remuneration targets and bank covenants. In common with all audits under ISLe (UK), we are also required to perform specific procedures to respond to the risk of management override. We ensure we have an understanding of the relevant laws and regulations and remain alert to possible non-compliance throughout the audit. Despite proper planning and audit work in accordance with auditing standards there are inherent limitations and unavoidable risk that we may not detect some irregularities and material misstatements in the financial statements. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 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.

Thomas Saltmer

(Senior Statutory Auditor)

For and on behalf of

Burgess Hodgson Audit Limited

Chartered accountants & statutory auditor

Camburgh House

27 New Dover Road

Canterbury

Kent

CT1 3DN

17 September 2025

GuavaPay Limited

Statement of Comprehensive Income

Year ended 31 December 2024

		2024	2023
Note		£	£
Turnover	4	23,412,926	12,349,010

Cost of sales	( 5,467,636)	( 3,108,565)
	-------------	-------------
Gross profit	17,945,290	9,240,445

Administrative expenses		( 15,584,738)	( 6,382,976)
Other operating income	5	153,801	–
		-------------	------------
Operating profit	6	2,514,353	2,857,469

Other interest receivable and similar income	10	111,657	15,457
Interest payable and similar expenses	11	( 660,359)	( 485,410)
		-------------	------------
Profit before taxation		1,965,651	2,387,516

Tax on profit	12	( 369,884)	( 273,536)
		------------	------------
Profit for the financial year and total comprehensive income		1,595,767	2,113,980
		------------	------------

All the activities of the company are from continuing operations.

GuavaPay Limited

Statement of Financial Position

31 December 2024

	2024	2023
Note	£	£

Fixed assets

Intangible assets	13	997,236	9,532,411
Tangible assets	14	589,372	414,857
Investments	15	9,215,873	4,569,154
		-------------	-------------
		10,802,481	14,516,422

Current assets

Debtors	16	15,390,482	3,815,050
Cash at bank		10,086,434	4,887,689
		-------------	------------
		25,476,916	8,702,739

Creditors: amounts falling due within one year	18	8,892,509	6,747,739
		-------------	------------
Net current assets		16,584,407	1,955,000
		-------------	-------------
Total assets less current liabilities		27,386,888	16,471,422

Creditors: amounts falling due after more than one year	19	9,946,053	5,876,527

Provisions	20	123,705	56,400
		-------------	-------------
Net assets		17,317,130	10,538,495
		-------------	-------------

Capital and reserves

Called up share capital	23	16,907,796	11,808,113
Other reserves, including the fair value reserve	24	259,124	175,939
Profit and loss account	24	150,210	( 1,445,557)
		-------------	-------------
Shareholders funds		17,317,130	10,538,495
		-------------	-------------

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the medium companies regime.

These financial statements were approved by the board of directors and authorised for issue on 17 September 2025 , and are signed on behalf of the board by:

N Rustamova

Director

Company registration number: 10601900

GuavaPay Limited

Statement of Changes in Equity

Year ended 31 December 2024

	Called up share capital	Other reserves, including the fair value reserve	Profit and loss account	Total
	£	£	£	£
At 1 January 2023	8,345,476	69,640	( 3,559,537)	4,855,579

Profit for the year			2,113,980	2,113,980
	------------	--------	------------	------------
Total comprehensive income for the year	–	–	2,113,980	2,113,980

Issue of shares	3,462,637	–	–	3,462,637
Convertible loan	–	106,299	–	106,299
	------------	---------	------------	------------
Total investments by and distributions to owners	3,462,637	106,299	–	3,568,936

At 31 December 2023	11,808,113	175,939	( 1,445,557)	10,538,495

Profit for the year			1,595,767	1,595,767
	-------------	---------	------------	-------------
Total comprehensive income for the year	–	–	1,595,767	1,595,767

Issue of shares	5,099,683	–	–	5,099,683
Convertible loan	–	83,185	–	83,185
	------------	--------	----	------------
Total investments by and distributions to owners	5,099,683	83,185	–	5,182,868

	-------------	---------	---------	-------------
At 31 December 2024	16,907,796	259,124	150,210	17,317,130
	-------------	---------	---------	-------------

During the period, Orkhan Nasibov made a total investment of £5,099,683 to the company.

GuavaPay Limited

Statement of Cash Flows

Year ended 31 December 2024

	2024	2023
	£	£

Cash flows from operating activities

Profit for the financial year	1,595,767	2,113,980

Adjustments for:
Depreciation of tangible assets	155,758	113,329
Amortisation of intangible assets	567,327	580,359
Other interest receivable and similar income	( 111,657)	( 15,457)
Interest payable and similar expenses	660,359	485,410
Tax on profit	369,884	273,536
Accrued expenses	198,589	29,009

Changes in:
Trade and other debtors	( 2,990,657)	( 2,954,413)
Trade and other creditors	1,946,181	( 679,079)
	------------	------------
Cash generated from operations	2,391,551	( 53,326)

Interest paid	( 660,359)	( 485,410)
Interest received	111,657	15,457
Tax (paid)/received	( 302,579)	432,000
	------------	---------
Net cash from/(used in) operating activities	1,540,270	( 91,279)
	------------	---------

Cash flows from investing activities

Purchase of tangible assets	( 530,190)	( 325,277)
Proceeds from sale of tangible assets	199,917	–
Purchase of intangible assets	( 616,927)	( 6,480,822)
Cash advances and loans granted	( 4,646,719)	( 2,321,347)
	------------	------------
Net cash used in investing activities	( 5,593,919)	( 9,127,446)
	------------	------------

Cash flows from financing activities

Proceeds from issue of ordinary shares	5,099,683	3,462,637
Proceeds from issue of other equity instrument	83,185	106,299
Proceeds from borrowings	4,069,526	4,066,707
	------------	------------
Net cash from financing activities	9,252,394	7,635,643
	------------	------------

Net increase/(decrease) in cash and cash equivalents	5,198,745	( 1,583,082)
Cash and cash equivalents at beginning of year	4,887,689	6,470,771
	-------------	------------
Cash and cash equivalents at end of year	10,086,434	4,887,689
	-------------	------------

GuavaPay Limited

Notes to the Financial Statements

Year ended 31 December 2024

(continued)

1. General information

The company is a private company limited by shares, registered in England and Wales. The address of the registered office is Monument Place, 24 Monument Street, London, EC3R 8AJ, England.

2. Statement of compliance

These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.

The financial statements are prepared in sterling, which is the functional currency of the entity.

Going concern

The directors have considered going concern and future cash requirements. They identified that additional financing is required and they are currently negotiating this position with investors. Although this is expected to be agreed in the near future, it is noted that there would be a material uncertainty in relation to going concern if this was not the case. The directors have prepared the financial statements on the going concern basis as they believe this resolution will take place.

Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Revenue recognition

Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods supplied and services rendered, stated net of discounts and of Value Added Tax. Revenue from the rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period provided that the outcome can be reliably estimated. When the outcome cannot be reliably estimated, revenue is recognised only to the extent that it is probable the expenses recognised will be recovered.

Income tax

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

Foreign currencies

Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.

Intangible assets

Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses. Any intangible assets carried at revalued amounts, are recorded at the fair value at the date of revaluation, as determined by reference to an active market, less any subsequent accumulated amortisation and subsequent accumulated impairment losses. Intangible assets acquired as part of a business combination are only recognised separately from goodwill when they arise from contractual or other legal rights, are separable, the expected future economic benefits are probable and the cost or value can be measured reliably.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

	Intangible Assets	-	10% straight line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Research and development

Research expenditure is written off in the period in which it is incurred. Development expenditure incurred is capitalised as an intangible asset only when all of the following criteria are met: - It is technically feasible to complete the intangible asset so that it will be available for use or sale; - There is the intention to complete the intangible asset and use or sell it; - There is the ability to use or sell the intangible asset; - The use or sale of the intangible asset will generate probable future economic benefits; - There are adequate technical, financial and other resources available to complete the development and to use or sell the intangible asset; and - The expenditure attributable to the intangible asset during its development can be measured reliably. Expenditure that does not meet the above criteria is expensed as incurred.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

Fixtures and fittings	-	20% straight line
Equipment	-	20% straight line

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

Provisions

Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense. Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.

Financial instruments

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment. If an arrangement constitutes a finance transaction it is measured at present value.

Defined contribution plans

Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund. When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

4. Turnover

Turnover arises from:

	2024	2023
	£	£
Rendering of services	23,412,926	12,349,010
	-------------	-------------

The whole of the turnover is attributable to the principal activity of the company wholly undertaken in the United Kingdom.

5. Other operating income

	2024	2023
	£	£
Other operating income	153,801	–
	---------	----

6. Operating profit

Operating profit or loss is stated after charging/crediting:

	2024	2023
	£	£
Amortisation of intangible assets	567,327	580,359
Depreciation of tangible assets	155,758	113,329
Foreign exchange differences	( 345,776)	( 69,667)
	---------	---------

7. Auditor's remuneration

	2024	2023
	£	£
Fees payable for the audit of the financial statements	27,000	26,000
	--------	--------

8. Staff costs

The average number of persons employed by the company during the year, including the directors, amounted to:

	2024	2023
	No.	No.
Production staff	75	36
	----	----

The aggregate payroll costs incurred during the year, relating to the above, were:

	2024	2023
	£	£
Wages and salaries	5,011,305	2,179,874
Social security costs	596,899	245,905
Other pension costs	52,508	17,856
	------------	------------
	5,660,712	2,443,635
	------------	------------

9. Directors' remuneration

The directors' aggregate remuneration in respect of qualifying services was:

	2024	2023
	£	£
Remuneration	431,667	537,990
	---------	---------

Remuneration of the highest paid director in respect of qualifying services:

	2024	2023
	£	£
Aggregate remuneration	145,000	145,000
	---------	---------

10. Other interest receivable and similar income

	2024	2023
	£	£
Interest on cash and cash equivalents	111,657	15,457
	---------	--------

11. Interest payable and similar expenses

	2024	2023
	£	£
Interest on banks loans and overdrafts	660,359	485,410
	---------	---------

12. Tax on profit

Major components of tax expense

	2024	2023
	£	£

Current tax:

UK current tax expense/(income)	523,490	( 432,000)
Adjustments in respect of prior periods	( 220,911)	–
	---------	---------
Total current tax	302,579	( 432,000)
	---------	---------

Deferred tax:

Origination and reversal of timing differences	67,305	705,536
	---------	---------
Tax on profit	369,884	273,536
	---------	---------

Reconciliation of tax expense

The tax assessed on the profit on ordinary activities for the year is lower than (2023: higher than) the standard rate of corporation tax in the UK of 25 % (2023: 19 %).

	2024	2023
	£	£
Profit on ordinary activities before taxation	1,965,651	2,387,516
	------------	------------
Profit on ordinary activities by rate of tax	491,413	( 453,628)
Adjustment to tax charge in respect of prior periods	( 220,911)	–
Effect of expenses not deductible for tax purposes	3,600	–
Effect of capital allowances and depreciation	41,941	21,628
Effect of different UK tax rates on some earnings	67,305	–
Utilisation of tax losses	( 13,464)	–
Adjustments for deferred tax movement	–	705,536
	------------	------------
Tax on profit	369,884	273,536
	------------	------------

13. Intangible assets

	Development costs	Intangible assets	Total
	£	£	£
Cost
At 1 January 2024	992,598	9,279,941	10,272,539
Additions	–	–	–
Additions from internal developments	–	616,927	616,927
Transfers	( 992,598)	( 8,699,749)	( 9,692,347)
	---------	------------	-------------
At 31 December 2024	–	1,197,119	1,197,119
	---------	------------	-------------
Amortisation
At 1 January 2024	–	740,128	740,128
Charge for the year	–	567,327	567,327
Transfers	–	( 1,107,572)	( 1,107,572)
	---------	------------	-------------
At 31 December 2024	–	199,883	199,883
	---------	------------	-------------
Carrying amount
At 31 December 2024	–	997,236	997,236
	---------	------------	-------------
At 31 December 2023	992,598	8,539,813	9,532,411
	---------	------------	-------------

14. Tangible assets

	Fixtures and fittings	Equipment	Total
	£	£	£
Cost
At 1 January 2024	79,501	659,130	738,631
Additions	6,670	523,520	530,190
Disposals	–	( 532,883)	( 532,883)
	--------	---------	---------
At 31 December 2024	86,171	649,767	735,938
	--------	---------	---------
Depreciation
At 1 January 2024	14,269	309,505	323,774
Charge for the year	16,645	139,113	155,758
Disposals	–	( 332,966)	( 332,966)
	--------	---------	---------
At 31 December 2024	30,914	115,652	146,566
	--------	---------	---------
Carrying amount
At 31 December 2024	55,257	534,115	589,372
	--------	---------	---------
At 31 December 2023	65,232	349,625	414,857
	--------	---------	---------

15. Investments

	Other loans
	£
Cost
At 1 January 2024	4,569,154
Additions	4,646,719
	------------
At 31 December 2024	9,215,873
	------------
Impairment
At 1 January 2024 and 31 December 2024	–
	------------

Carrying amount
At 31 December 2024	9,215,873
	------------
At 31 December 2023	4,569,154
	------------

Other loans includes loans to subsidiaries and entities under common control. These loans were provided for a duration exceeding one year with the intention to convert them into share capital in the future.

16. Debtors

	2024	2023
	£	£
Trade debtors	837,308	2,289,312
Amounts owed by group undertakings	9,183,887	–
Prepayments and accrued income	882,694	400,611
Corporation tax repayable	129,421	769,994
Other debtors	4,357,172	355,133
	-------------	------------
	15,390,482	3,815,050
	-------------	------------

17. Cash and cash equivalents

The company is an electronic money issuer regulated by the Financial Conduct Authority. At the balance sheet date the company held restricted electronic money balances of £7,237,754 (2023: £4,077,392).

18. Creditors: amounts falling due within one year

	2024	2023
	£	£
Trade creditors	893,572	917,652
Accruals and deferred income	375,888	177,299
Social security and other taxes	287,118	–
Other creditors	7,335,931	5,652,788
	------------	------------
	8,892,509	6,747,739
	------------	------------

The company is an electronic money issuer regulated by the Financial Conduct Authority. Included within Other creditors are liabilities in respect of restricted electronic money balances of held at the balance sheet date of £7,237,754 (2023: £4,077,392).

19. Creditors: amounts falling due after more than one year

	2024	2023
	£	£
Debenture loans	9,946,053	5,876,527
	------------	------------

20. Provisions

	Deferred tax (note 21)
	£
At 1 January 2024	56,400
Additions	67,305
	---------
At 31 December 2024	123,705
	---------

21. Deferred tax

The deferred tax included in the statement of financial position is as follows:

	2024	2023
	£	£
Included in provisions (note 20)	123,705	56,400
	---------	--------

The deferred tax account consists of the tax effect of timing differences in respect of:

	2024	2023
	£	£
Other revaluations	123,705	56,400
	---------	--------

22. Employee benefits

Defined contribution plans

The amount recognised in profit or loss as an expense in relation to defined contribution plans was £ 52,508 (2023: £ 17,856 ).

23. Called up share capital

Issued, called up and fully paid

	2024		2023
	No.	£	No.	£
Ordinary shares of £ 1 each	16,907,796	16,907,796	11,808,113	11,808,113
	-------------	-------------	-------------	-------------

Share movements

	No.	£

Ordinary

At 1 January 2024	11,808,113	11,808,113
Issue of shares	5,099,683	5,099,683
	-------------	-------------
At 31 December 2024	16,907,796	16,907,796
	-------------	-------------

24. Reserves

Profit and loss account - This reserve records retained earnings and accumulated losses. Convertible loan reserve - This reserve records the equity component of the convertible loans.

25. Analysis of changes in net debt

	At 1 Jan 2024	Cash flows	At 31 Dec 2024
	£	£	£
Cash at bank	4,887,689	5,198,745	10,086,434
Debt due after one year	(5,876,527)	(4,069,526)	(9,946,053)
	------------	------------	-------------
	( 988,838)	1,129,219	140,381
	------------	------------	-------------

26. Controlling party

The controlling party is Tainotech Holdings Limited , a company registered in England & Wales. The registered address of the ultimate controlling party is: Salisbury House, 29 Finsbury Circus, London Wall, London, England, United Kingdom, EC2M 5QQ .