The directors present the strategic report for the year ended 31 December 2024.

With record revenue of £64.3m, the group enjoyed another strong year in 2024, recording double-digit growth for the fourth consecutive fiscal year. A fundamental part of this success was a marked improvement in revenue from new customer acquisition and from strong growth in exports from subsidiaries in both the UK and Germany.

Whilst Brexit continue to cause minor delays and additional paperwork for the UK subsidiary in direct trading with EU suppliers and customer, the group’s 2023 acquisition of German-based Identbase GmbH has provided alternative methods of fulfilling demand for product, without disruption to the customer.

Investment in new office space in Manchester and Meppen provided the strong foundations needed to deliver the expansion of the business during the year. Additionally, the group’s strategy of expanding its product catalogue to the data capture market has opened up a new revenue stream. Management anticipates the benefits of this will continue to grow in the coming years.

The supply chain difficulties experienced in recent years have receded, reducing the impact of inventory outages caused by chip shortages and shipping delays. Factory gate price inflation for key products also cooled significantly through the year, but these risks continue to be monitored closely regardless.

Additionally, the acquisition of Identbase GmbH has reduced the risk of lost business as a consequence of Brexit, with sales to EU customers showing strong growth for the second consecutive year.

Looking to the future, the directors are monitoring political uncertainties, specifically with regards to trade wars and the risk of additional tariffs between China, the EU, the USA and the UK.

The group's key financial and other performance indicators during the year were as follows:

On behalf of the board

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

The principal activity of the company is that of a holding company. The principal activity of the group continued to be that of the supply of ID cards, ID printers and associated consumables.

Following the acquisition of the Identbase GmbH group of companies on 10th March 2023, the group now has branches in Germany and Austria.

The directors are pleased to record a group pre-tax profit for the year of £3,526,764 (2023: £3,783,095).

The results for the year are set out on page 10.

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:

The group does not follow any specific code of practice other than to settle supplier payments in line with agreed terms.

The group holds or issues financial instruments in order to achieve three main objectives, being:

i) to finance its operations;

ii) to manage its exposure to interest, credit and liquidity risks arising from its operations and from its sources of finance; and

iii) for trading purposes,

In addition various financial instruments (e.g. trade debtors, trade creditors, accruals and prepayments) arise directly from the group's operations.

Transactions in financial instruments result in the group assuming or transferring to another party one or more of the financial risks described above.

The auditor, Xeinadin Audit Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Under the companies (Directors' report) and Limited Liabilities Partnerships (Energy & Carbon Report) Regulations

2019, we are mandated to disclosure our energy use and associated greenhouse gas emissions. These disclosures

are set out below..

The group has followed the 2019 HM Government Environmental Reporting Guidelines. The group has also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Company Reporting

The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per £100,000, the recommended ratio for the sector.

The Group continued transitioning its company car fleet to electric and hybrid vehicles as part of its strategy to reduce Scope 1 emissions from business travel.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Promoting the success of the company

In promoting the interests of the company, the directors seek to balance the interests of all key stakeholders, including investors, customers and employees. Due regard is given to short-term and long-term objectives, to promote growth that is both sustainable and compliant with legal and regulatory frameworks. The directors also recognise the importance of maintaining the company’s public reputation and put social, environmental and ethical considerations at the heart of decision making.

Future Developments & Post-Balance Sheet Events

On the 24th June 2025, Levata Limited incorporated a new entity based in Spain, Levata Soluciones SLU.

Levata Soluciones SLU then acquired a group of companies which comprised the following entities:

1. AC AIDC Group SLU, a holding company incorporated in Spain. 90% of the share capital was acquired by Levata Soluciones SLU. The remaining 10% will be acquired during the financial year ended 31st December 2025.

2. Grupo Logiscenter SLU, an entity incorporated in Spain which is a wholly owned subsidiary of AC AIDC Group SLU.

3. Logiscenter GmbH, an entity incorporated in Germany which is a wholly owned subsidiary of Grupo Logiscenter SLU.

4. Logiscenter LLC, an entity incorporated in the US which is a wholly owned subsidiary of Grupo Logiscenter SLU.

The directors are responsible for preparing the Annual 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of Levata Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group statement of income and retained earnings, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of cash flows 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 Financial Reporting Standard 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 group's and the parent company's affairs as at 31 December 2024 and of the group's profit for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• 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 group and parent 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.

Conclusions relating to going concern

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.

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 group's and parent 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

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 contained within the annual report. 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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves. 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 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.

In the light of the knowledge and understanding of the group and the parent company and their 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

• the parent company 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.

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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

• The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

• we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the industry;

• we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;

• we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

• performed analytical procedures to identify any unusual or unexpected relationships;

• tested journal entries to identify unusual transactions;

• assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

• investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

• agreeing financial statement disclosures to underlying supporting documentation;

• reading the minutes of meetings of those charged with governance;

• enquiring of management as to actual and potential litigation and claims; and

• reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the company’s legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 profit and loss account has been prepared on the basis that all operations are continuing operations.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £29,168 (2023: £245,768 profit).

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

Levata Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Digital Id, Highbank Court, 3 High Bank Side, Stockport, England, SK1 1HG. The principal place of business is Crown Royal, Unity Way, Stockport, Cheshire, UK, SK1 3EY.

The group consists of Levata Limited and all of its subsidiaries.

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.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The functional currency of German & Austrian subsidiaries is Euros, they have been exchanged in the consolidated financial statements using the applicable exchange rate.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

No profit and loss is presented for Levata Limited as permitted by section 408 of the Companies Act 2006.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Levata Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

At the time of approving the financial statements, 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.

In concluding the group is a going concern, the directors have made the following considerations:

The directors have reviewed a 2 year cashflow forecast and statement of profit and loss forecast for a period

ending 31st December 2026, which was prepared by management. The results of the forecasts led management to conclude the group could continue to exist for a period of at least 12 months from the date of the audit report.

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:

The amount of revenue can be reliably measured;

it is probable that future economic benefits will flow to the entity;

and specific criteria have been met for each of the company's activities.

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was

recognised, the impairment is reversed. The reversal is such that the current carrying amount does not

exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Cost is determined using the average cost (AVCO) method.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, 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.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derivatives, including 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 or in finance costs or finance income as appropriate.

The company does not currently apply hedge accounting for foreign exchange derivatives.

Equity instruments issued by the group 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 group.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and 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. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

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 average monthly number of persons (including directors) employed by the group and company during the year was:

Their aggregate remuneration comprised:

The directors of the company did not receive remuneration during the year. The remuneration of the directors of the subsidiary companies is disclosed in their respective financial statements.

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

The taxation charge in the group statement of income and retained earnings is taken from the individual financial statements of the group’s subsidiaries, for the year ended 31st December 2024.

The above note is based on the group profit before taxation, which represents a shortened period for subsidiaries acquired during the year, as shown on note 15.  

In addition, there are overseas subsidiaries based in Germany, where the rate of corporation tax is levied at a uniform rate of 15% and then is subject to a solidarity surcharge of 5.5%, resulting in a total rate of tax of 15.825%.

Trade tax is also chargeable at a uniform base rate of 3.5% and a municipal tax rate depending on where the permanent establishment of the business is located. Currently, municipalities with at least 80,000 inhabitants levy tax at a rate between 8.75% and 20.3%.

For Austrian subsidiaries, profits are taxed at the standard corporate income tax rate of 23%.

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

Details of the company's subsidiaries at 31 December 2024 are as follows:

Registered office addresses (all UK unless otherwise indicated):

Easybadge Limited

The principal activity is the supply of ID card printers.

Digital ID Limited

The principal activity is that of the supply of ID cards, ID printers and associated consumables.

The Smart Card Store Limited

The principal activity of that of a dormant company.

Digital ID Germany GmbH

The principal activity is that of a holding company.

Identbase GmbH

The principal activity is that of the supply of ID cards, ID printers and associated consumables.

Idvation GmbH

The principal activity is that of the supply of ID cards, ID printers and associated consumables.

Inplastor Graphische Produkte GmbH

The principal activity is that of the supply of ID cards, ID printers and associated consumables.

Included within amounts due to related parties due after one year is an amount of £20,588,763 (2023: £25,844,819) in the form of a promissory note dated 15th August 2018 held in favour of the parent company. The promissory note constitutes a balance of £16,570,008 and a balance of $11,816,109. The amount of the promissory note denominated in US Dollars has been translated at the closing rate for GBP at the balance sheet date with all exchange differences included in the income statement.

The provisions of the promissory note are that it shall not bear any interest and is repayable with notice of one year and one day on a rolling basis. Notwithstanding the repayment date, the company may also prepay any payment of principal at any time without penalty.

A further promissory note was signed on 10th March 2023 for $4,900,000 in favour of the parent company. The amount of the promissory note denominated in US Dollars has been translated at the closing rate for GBP at the balance sheet date with all exchange differences included in the income statement.

The provisions of the promissory note are that interest is chargeable at a rate per annual equal to the SOFR rate plus 6.2% until the maturity date, being 10th March 2028. Notwithstanding the repayment date, the company may also prepay any payment of principal at any time without penalty, provided that each prepayment shall be accompanied by the payment of accrued interest at that date.

Included within amounts due to related parties due after one year is an amount of £7,306,212 (2023: £6,885,124) owed to the parent company. The balance is interest free and repayable with notice of one year and one day on a rolling basis.

Obligations under finance lease and hire purchase contracts are secured against the assets concerned.

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

The amount of non-cancellable operating lease payments recognised as an expense during the year was £105,100 (2023: £219,032).

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:

On the 24th June 2025, Levata Limited incorporated a new entity based in Spain, Levata Soluciones SLU.

Levata Soluciones SLU then acquired a group of companies which comprised the following entities:

1. AC AIDC Group SLU, a holding company incorporated in Spain. 90% of the share capital was acquired by Levata Soluciones SLU. The remaining 10% will be acquired during the financial year ended 31st December 2025.

2. Grupo Logiscenter SLU, an entity incorporated in Spain which is a wholly owned subsidiary of AC AIDC Group SLU.

3. Logiscenter GmbH, an entity incorporated in Germany which is a wholly owned subsidiary of Grupo Logiscenter SLU.

4. Logiscenter LLC, an entity incorporated in the US which is a wholly owned subsidiary of Grupo Logiscenter SLU.

At the balance sheet date the amount owed to the parent company Barcodes Group Inc totalled £31,578,720(2023: £36,593,665) this balance is due one year and one day on a rolling basis. Notwithstanding the repayment date, the company may also prepay any payment of principal at any time without penalty.

Further details are described on note 19.

Summary of transactions with other relates parties

During the period the group transacted with various related parties. Transactions between group companies, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

Sales to related parties totalled £976,077 (2023: £1,984,408).

Purchases from related parties totalled £1,288 (2023: £2,239,357).

At the balance sheet date the amount due from other related parties totalled £324,143 (2023: £377,389).

The Digital ID Group SIPP

A Director of Digital ID Limited, a subsidiary, are trustees of The Digital ID Group SIPP. During the year, Digital ID Limited paid rent of £80,000 (2023: £80,000) in accordance with a commercial lease. The term of the lease expires in July 2025.

Identbase’s new office space is owned by a holding company. Marcus Brand owns 85% of this company. The rent is EUR 82,800 annually but only 10 months was invoiced in 2024 (EUR 69,000) as it started in March.

The company's immediate parent is Barcodes Group Inc, incorporated in United States of America.

The ultimate parent is Odyssey Investment Partners Fund V (F&F) LP and Odyssey Investment Partners Fund LP and lenders and management, incorporated in United States of America.

The largest group in which the results of the company are consolidated is headed by Barcodes Acquisition Inc, a company registered in the United States of America. Copies of the financial statements are available from 200 W. Monroe St, Suite 2300, Chicago, Illinois, 60606. The smallest group in which they are consolidated is headed by Levata Limited. Copies of the financial statements of Levata Limited are available from Digital Id, Highbank Court, No.3, High Bank Side, Stockport, England, SK1 1HG.

At the balance sheet date, in the opinion of the directors there is no ultimate controlling party as no shareholder holds an overall majority.