The directors present the strategic report for the year ended 31 December 2023.
The business of Glint Pay Services Ltd continued unchanged throughout the year under review.
The company made a profit for the year of £548,056 (2022: loss of £1,041,969) and at the year-end had net current assets of £700,728 (2022: £897,328 net current liabilities) and net assets of £700,728 (2022: £897,328 net liabilities).
Glint is committed to building a secure, global, gold-based payment and financial services ecosystem. Proprietary Glint technology powers the issuing of electronic money (e-money) and the provision of payment services, enabling account holders to buy, save, sell, send, and spend real, allocated gold and major currencies (currently including USD, GBP, and EUR) via the Glint smartphone app and Glint Mastercard®.
Physical gold bullion can be bought and securely stored as allocated gold at Brinks vaults, insured by Lloyds of London. It can then be converted to e-money in multiple currencies or spent directly using real-time exchange prices almost anywhere Mastercard is accepted (currently 190+ countries), giving gold bullion direct liquidity.
Glint also enables peer-to-peer (“P2P”) transfers, including gold, between Glint customers, and supports buying, storing, and selling real, allocated silver.
Glint accounts are open to applicants from 137 countries via the app, operated in the UK by Glint Pay Services Ltd. The Glint Mastercard Debit Card is issued directly by Glint in the UK and in the USA by Sutton Bank, Member FDIC, under license from Mastercard International.
In 2023, Glint launched version 3 of the Glint retail app on both IOS and Android which has delivered increased customer engagement. The new version has enabled the development of new revenue generating features, including the Gains and Losses reports as well as Gold Accumulation Plans which allow customers to buy gold regularly.
As is typical with early growth-stage FinTech companies, Glint continues to rely on equity funding. As of the balance sheet date, Glint has raised to c.£37m to fund the development and rollout of its first-of-a-kind global gold payments platform. During 2024 and H1 2025, Glint raised a further c.6m.
The company is funded by its parent company, Glint Pay Limited, through a mixture of intercompany loans and equity share capital. The loan is capitalised through the issue of equity instruments to provide the company with sufficient capital to operate. Subsequent to the balance sheet date, additional capital has been injected by Glint Pay Limited to ensure the company has sufficient capital to meet its ongoing capital requirements.
Business risk
The directors consider the company’s principal business risk to be failing to generate sufficient funding required to grow the Business to profitability.
Operational risk
The company’s operations are overseen by management with decades of financial markets experience, specifically in running payments, foreign exchange, and gold transactions. The risks to the company in client transactions are minimised by its proprietary Glint Payments Execution System (PES). This, combined with transaction monitoring, ensures accurate completion of all transactions on a 24 hour basis including weekends. In the event of a system failure, the Payments team immediately puts into effect telephone dealing to complete transactions. In relation to infrastructure risks, the Technology team is in place to immediately rectify any system faults.
The company’s operational risks are underpinned by the Electronic Money Regulations ongoing capital (own funds) requirements. Authorised EMIs must hold at least €420,000. The FCA have also stipulated that the company maintains both solvent and insolvent wind down plans.
Card Liquidity risk
To ensure timely execution of client transactions and that client transactions do not fail for reasons of liquidity shortage, the company maintains an appropriate level of liquidity float with Mastercard at all times in the relevant currencies. The company does not foresee that there might be a sudden surge in demand within 24 hours to render the float inadequate; however it maintains at all times a line of credit to avoid such emergencies.
Foreign Exchange risk
The company actively manages its Treasury to ensure that there is at all times available liquidity in Pounds Sterling, US Dollars, and Euros appropriate to minimise risks to the company from market fluctuations in foreign exchange. The company reports in Pounds Sterling. Revenues earned in other currencies are translated into Sterling at the prevailing exchange rate.
Gold bullion execution and settlement risk
The company is not exposed to execution and settlement risk for client transactions in physical gold bullion per se. Gold transactions are at spot rate and must be prefunded by the client, Glint does not operate on margin. The gold liquidity provider, an LBMA full member, makes available at all times a float of a physical gold bar within an ombudsman account in the Brinks vault specifically for Glint client transactions. Therefore the logistics of Clients’ purchases and sales of gold take place within the vault. All purchases and sales are at the liquidity provider's real-time market quote fed through the Glint PES for 24 hour settlement. Client transactions in gold bullion are by definition outside the banking sector.
Market risk
The company has limited treasury risk exposure. However, it could be exposed to risk in times of unusual extreme fluctuations in foreign exchange markets or the physical gold bullion spot market. Most of these risks are mitigated as described above.
The company does not deploy nor have positions in derivative instruments.
Counterparty risk
The company is exposed to failures of its counterparties in foreign exchange and gold bullion.
Funds from clients resident in the UK, SEPA region and other countries excluding the USA are held by the company in segregated and safeguarded accounts at Lloyds Bank PLC, and are separate from the bank’s capital and from Glint’s own corporate accounts.
Funds from US clients are held by Sutton Bank in segregated accounts where they are protected up to $250,000 per client with Federal Deposit Insurance Corporation (FDIC) insurance.
| 2023 | 2022 |
Gross Revenue | £124,681,989 | £83,053,818 |
Gold on Platform | $153,039,840 | $106,026,056 |
Fee Income | £1,908,736 | £1,144,831 |
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Operating Profit/(Loss) | £482,014 | £(1,045,140) |
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The pace of client acquisition and activity on the platform gained further momentum in 2023 with fee income growth 67% compared to previous year. Spending in previous years on marketing and introduction of additional revenue streams has resulted in an improved fee income margin along with higher overall Gross Revenue and Gold on Platform, both of which are the highest in the Group’s history.
Since the successful launch of the v3 later in 2023, the company successfully streamlined operations and enhanced efficiency, reducing overheads by 32% while maintaining high standards and service quality.
The Business continues to innovate and new functionality on the Glint technology platform including Peer-to-Peer (P2P) transfers, a Gold Portal that enables Wealth Managers to buy allocated gold whilst giving their clients unprecedented liquidity on their portfolio.
Decision Making and Governance
The activities of the company are overseen by the Board of Directors, the majority of whom are independent as defined in the UK corporate governance code. Its philosophy and that of the company is to operate in a transparent culture with positive debate and practical challenge, including those of the Board Observers who represent significant capital commitment to the company.
The Board reviews the culture and manner in which management operates, as well as the group and company’s performance, at its regular meetings. All significant management decisions are discussed by the directors for their likely consequences in the long term for the performance of the group and company, and for their impact on the group and company’s long term strategic aims. The Board endeavours to ensure that activities of the group and company stay within the agreed strategy to build the business of the group, and to remain at all times in compliance with our regulatory permissions and obligations as an electronic money institution authorised and supervised by the Financial Conduct Authority. The impact that any corporate decision might have on all stakeholders - employees, suppliers and customers - are fully discussed at each meeting. The Board also considers the firm’s responsibilities under the FCA’s Principles for Businesses, including the fair treatment of customers, safeguarding of client funds, operational resilience, and prevention of financial crime.
The group and company aims to meet the highest standards of business conduct. This is demonstrated by the Board being informed and monitoring on-going compliance with relevant standards and regulatory requirements to ensure that management operates and makes informed decisions, acting in ways what promote high standards of business conduct. After weighing up all relevant factors, the Directors consider which course of action best enables delivery of the group and company’s strategy in the long term, taking into consideration the impact on stakeholders and acting fairly between the members of the company.
In addition to the principal risks discussed in the sections above, the Board and the management are very conscious of the risks emanating from increased environmental, social and governance challenges and address any impact that may arise from the company’s operations.
Customers
The company engages with customers through twice-weekly e-mail newsletters and review platforms, providing the forum for suggestions and complaints and customer service is operational six days a week.
Suppliers
The Board seeks to ensure that there is a constructive working relationship with suppliers and service providers and that any contractual arrangements are in line with best practice and that their performance meets the expectation of the Board, the management, the employees and other stakeholders.
Our People
Positive workplace culture attracts talent, drives engagement, impacts happiness and satisfaction, and affects performance. Management is committed to an open culture with weekly staff meetings, while ensuring that a high standard of business conduct is embedded throughout the company. Management has also implemented best practices such as employee surveys and one-on-one meetings in order to measure the pulse of the company culture.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 December 2023.
The results for the year are set out on page 7. The profit for the year, after taxation, amounted to £548,056 (2022 - £1,041,969 loss).
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
At 31 December 2023, third party indemnity provision for the benefit of the Company’s directors was in force.
In accordance with the company's articles, a resolution proposing that Moore Kingston Smith LLP be reappointed as auditor of the company will be put at a General Meeting.
As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
The company made a profit for the year of £548,056 (2022: £1,041,969 loss) and at the year-end had net current assets of £700,728 (2022: £897,328 net current liabilities) and net assets of £700,728 (2022: £897,328 net liabilities).
The financial statements have been prepared on a going concern basis, which assumes that the company will continue as a going concern for the foreseeable future, and specifically, as a minimum for a period of at least twelve months from the date of approval of these financial statements. In making this assessment, management have considered, and the directors have approved, the following;
The company and group's current cash position, financial performance and planned growth;
The company and group’s cashflow forecasts for a period of at least 12 months from the date of approval of these financial statements, as well as a base case cash flow forecast; and,
The group’s track record of successful fundraising from shareholders and other investors, as evidenced in previous periods and the period subsequent to the reporting date.
The directors believe that the company and group, headed by Glint Pay Ltd (“the group”), is well placed to manage their business risks, raise sufficient additional funding and achieve its growth potential. The legal and physical structures in place ensure that the gold is at all times protected and remains the property of customers even in the event of the group ceasing operations. The gold is not included in the group's balance sheet, ensuring that it is segregated and safeguarded from any claims that might be made by the group's creditors. The combination of secure storage, full insurance and legal allocation provides robust protection for client gold holdings.
Following the successful launch of version 3 of the Glint Pay app in 2023, the group has streamlined its operations and enhanced efficiency, reducing fixed costs whilst maintaining high standards and service quality. In addition, Glint is in the process of launching new revenue streams, which are expected to have a significant positive impact on the group’s gross margin.
In line with other businesses at a similar stage of development, the group intends to continue raising funds from existing and/or new shareholders, or from other sources of finance. This funding will support the execution of the group’s growth strategy and enable it to capitalise on the significant commercial opportunities available. Whilst the directors, having considered all known factors, are comfortable that the base case forecast supports the going concern assumption, the directors recognise the potential impact of a lack of funding and additional capital to achieve these, represent a material uncertainty that may cast significant doubt upon the group and company’s ability to continue to operate as a going concern.
Based on the group’s history of strong investor support and ongoing discussions with interested investors, the directors have a reasonable expectation that the company will be able to continue to meet its commitments and liabilities as they fall due and to execute its business plan. For these reasons, the directors adopt a going concern basis in preparing the financial statements. The financial statements do not include the adjustments that would result if the company was unable to continue as a going concern.
During the year the company did a review of the contractual agreement with Sutton Bank in the US and deemed more appropriate to reflect the legal form of the arrangement, resulting in a change in its accounting policy for US client money held by Sutton Bank. Previously this was reported as an asset (debtor) and a corresponding liability (other creditors) on the balance sheet.
Based on the terms of the agreement, legal title to these client funds resides with Sutton Bank, the company has no control on these client funds and ultimate liability sits with Sutton Bank.
Effect of the change in accounting policy:
| 2023 | 2022 |
Decrease in debtors | (£4,182,749) | (£3,126,299) |
Decrease in creditors | £4,182,749 | £3,126,299 |
Net effect on net assets | £nil | £nil |
There is no effect on profit of loss or net assets in the current or prior periods as the asset and liability were of equal value and offsetting in nature. The opening balances at 1 January 2023 have been restated to reflect this change.
We have audited the financial statements of Glint Pay Services Ltd (the 'company') for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and notes to the financial statements, including 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).
Basis for opinion
Material uncertainty relating to going concern
We draw attention to note 1.2 to the financial statements, which indicates that a reasonably plausible downside scenario could result in the Group, of which the company is a member, running out of liquid resources unless the parent company raises additional funding. As stated in note 1.2, these events or conditions 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.
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our 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.
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
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.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.
Our approach was as follows:
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.
We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
Use of our report
This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.
The notes on pages 17 to 24 form part of these financial statements.
The notes on pages 17 to 24 form part of these financial statements.
The notes on pages 17 to 24 form part of these financial statements.
Glint Pay Services Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 167-169 Great Portland Street, 5th Floor, London, England, W1W 5PF.
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 £.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income.
The financial statements of the company are consolidated in the financial statements of Glint Pay Ltd. These consolidated financial statements are available from its registered office, 167-169 Great Portland Street, 5th Floor, London W1W 5PF.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, and loans from fellow group companies that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
Change in accounting policy
During the year the company did a review of the contractual agreement with Sutton Bank in the US and deemed more appropriate to reflect the legal form of the arrangement, resulting in a change in its accounting policy for US client money held by Sutton Bank. Previously this was reported as an asset (debtor) and a corresponding liability (other creditors) on the balance sheet. Based on the terms of the agreement, legal title to these client funds resides with Sutton Bank, the company has no control on these client funds and ultimate liability sits with Sutton Bank.
Effect of the change in accounting policy:
2023 2022
£ £
Decrease in debtors (4,182,749) (3,126,299)
Decrease in creditors 4,182,749 3,126,299
Net effect on net assets nil nil
There is no effect on profit of loss or net assets in the current or prior periods as the asset and liability were of equal value and offsetting in nature. The opening balances at 1 January 2023 have been restated to reflect this change.
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
There are no material judgements or estimates used in the preparation of these financial statements.
The average monthly number of persons (including directors) employed by the company during the year was 0 (2022: 0). Staff working on this company are employed by Glint Pay UK Ltd.
The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:
Cash at bank and in hand of £3,751,311 (2022: £3,712,984) includes £3,063,865 (2022: £3,261,599) held in respect of customer balances in segregated bank accounts; the corresponding liability for which is held within creditors.
There are no restrictions on the distribution of dividends and repayment of capital.
During the year 1,050,000 Ordinary shares of £1 each were issued at par for cash.
The Company has taken advantage of the exemption provided in FRS102 from disclosing transactions with members of the same group that are wholly owned.
The company's assets are subject to a fixed and floating charge in favour of Stockford Limited, a minor shareholder in the company's parent, as security against a loan to Glint Pay Ltd for £2,500,000.