REGISTERED NUMBER: 11705811 (England and Wales)

Strategic Report, Report of the Directors and

Audited Financial Statements For The Year Ended 30th September 2024

for

Finixio Ltd

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

9

Other Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Cash Flow Statement

13

Notes to the Cash Flow Statement

14

Notes to the Financial Statements

15

Directors:

Mr Tony Tajinder Dhanjal

Mr Adam Robert Grunwerg

Mr Samuel Broadbent Miranda

Registered office:

Tower 42 25 Old Broad Street

London

EC2N 1HN

Registered number:

11705811 (England and Wales)

Independent auditors:

Gravita Audit II Limited

Aldgate Tower

2 Leman Street

London

London

E1 8FA

The directors present their strategic report for the year ended 30th September 2024.

Review of business

The Company experienced a decline in loss (before tax) by £3.5m compared to the prior year. The net loss for the period was -£3.1m (2023 - £6.6m loss). Despite this, revenue decreased by 33% to £40m (2023 - £59.9m).

The decline in revenue was primarily due to the migration of certain business activities to a related party company, which impacted overall sales figures. This strategic transition was undertaken as part of the group’s restructuring efforts, resulting in a reallocation of revenue-generating activities while maintaining operational efficiency.

Due to the migration of activities to a related party company, cost of sales has decreased by 37.7%, from £60.5m to £37.67m. Despite this reduction, the combined cost for wages, contractors, and commissions increased slightly by 1.2%, totalling £16.8m (2023: £16.7m). Additionally, marketing costs nearly halved, decreasing from £32.8m in the previous year to £16.6m in the current year.

While the Company remains committed to controlling overheads, the migration has led to slightly higher staff-related costs. Software expenses rose by 7.86%, primarily due to investments in SEO, web hosting, and productivity tools to enhance efficiency.

amortisation decreased by £147k to £1.88m (2023 £2m), as the Company focused on maintaining website rankings and their associated value.

The Company's net assets stand at £14.2m (2023 - £17.3m).

During the period, the Company disposed of websites valued at £3.2m. These disposals align with the Company's strategy to migrate activities and assets to a related party company.

On behalf of the board:

Mr Tony Tajinder Dhanjal - Director

24th September 2025

The directors present their report with the financial statements of the company for the year ended 30th September 2024.

Dividends

No dividends will be distributed for the year ended 30th September 2024.

Directors

The directors shown below have held office during the whole of the period from 1st October 2023 to the date of this report.

Mr Adam Robert Grunwerg

Mr Samuel Broadbent Miranda

Other changes in directors holding office are as follows:

Mr Tony Tajinder Dhanjal - appointed 3rd May 2024

Political donations and expenditure

£5,000 has been paid to Saint Francis Hospice Charity

Statement of directors' responsibilities

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 of 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 judgements 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.

Statement as to disclosure of information to auditors

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Auditors

The auditors, Gravita Audit II Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

On behalf of the board:

Mr Tony Tajinder Dhanjal - Director

24th September 2025

Opinion

We have audited the financial statements of Finixio Limited (the 'company') for the year ended 30 September 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the 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 company's affairs as at 30th September 2024 and of its loss 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 Auditors' 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.

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 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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 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 the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors 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 Report of the Directors.

We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page three, 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 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.

Auditors' 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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognize non-compliance with applicable laws and regulations. The laws and regulations applicable to the company were identified through discussions with directors and other management. Of these laws and regulations, we focused on those that we considered may have a direct material effect on the financial statements or the operations of the company, including Companies Act 2006, taxation legislation, data protection, anti-bribery, anti-money-laundering, employment, environmental and health and safety legislation. The extent of compliance with these laws and regulations identified above was assessed through making enquiries of management and inspecting legal correspondence. The identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of noncompliance 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;

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

- understanding the design of the company's remuneration policies.

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 relevant regulators including 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 for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Gravita Audit II Limited

Aldgate Tower

2 Leman Street

London

London

E1 8FA

24th September 2025

Turnover

3

40,018,524

59,940,975

Cost of sales

(37,467,951

)

(60,504,857

)

Gross profit/(loss)

2,550,573

(563,882

)

Administrative expenses

(5,906,298

)

(5,380,259

)

(3,355,725

)

(5,944,141

)

Other operating income

290,876

(673,533

)

Operating loss

5

(3,064,849

)

(6,617,674

)

Interest payable and similar expenses

7

(87,378

)

(48,186

)

Loss before taxation

(3,152,227

)

(6,665,860

)

Tax on loss

8

-

1,111,206

Loss for the financial year

(3,152,227

)

(5,554,654

)

Loss for the year

(3,152,227

)

(5,554,654

)

Other comprehensive income

-

-

Total comprehensive income for the year

(3,152,227

)

(5,554,654

)

Fixed assets

Intangible assets

9

385,618

5,953,615

Current assets

Debtors

10

19,665,321

17,277,452

Cash in hand

502,626

1,334,134

20,167,947

18,611,586

Creditors

Amounts falling due within one year

11

(6,370,569

)

(7,229,978

)

Net current assets

13,797,378

11,381,608

Total assets less current liabilities

14,182,996

17,335,223

Capital and reserves

Called up share capital

12

2,240

2,240

Retained earnings

13

14,180,756

17,332,983

Shareholders' funds

14,182,996

17,335,223

The financial statements were approved by the Board of Directors and authorised for issue on 24th September 2025 and were signed on its behalf by:

Mr Tony Tajinder Dhanjal - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1st October 2022

2,240

22,887,637

22,889,877

Changes in equity

Total comprehensive income

-

(5,554,654

)

(5,554,654

)

Balance at 30th September 2023

2,240

17,332,983

17,335,223

Changes in equity

Total comprehensive income

-

(3,152,227

)

(3,152,227

)

Balance at 30th September 2024

2,240

14,180,756

14,182,996

Cash flows from operating activities

Cash generated from operations

1

(4,255,854

)

(6,172,532

)

Interest paid

(87,378

)

(48,186

)

Tax paid

-

(3,111,403

)

Net cash from operating activities

(4,343,232

)

(9,332,121

)

Cash flows from investing activities

Purchase of intangible fixed assets

(34,288,842

)

(60,643,277

)

Sale of intangible fixed assets

37,921,473

66,822,828

Sale of tangible fixed assets

(120,907

)

(200,287

)

Net cash from investing activities

3,511,724

5,979,264

Decrease in cash and cash equivalents

(831,508

)

(3,352,857

)

Cash and cash equivalents at beginning of year

2

1,334,134

4,686,991

Cash and cash equivalents at end of year

2

502,626

1,334,134

1.	Reconciliation of loss before taxation to cash generated from operations

2024

2023

£

£

Loss before taxation

(3,152,227

)

(6,665,860

)

Depreciation charges

1,884,966

2,031,925

Loss on disposal of fixed assets

171,306

71,677

-

2,340,042

Finance costs

87,378

48,186

(1,008,577

)

(2,174,030

)

Increase in trade and other debtors

(2,387,870

)

(4,504,793

)

(Decrease)/increase in trade and other creditors

(859,407

)

506,291

Cash generated from operations

(4,255,854

)

(6,172,532

)

2.	Cash and cash equivalents

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 30th September 2024

30/9/24

1/10/23

£

£

Cash and cash equivalents

502,626

1,334,134

Year ended 30th September 2023

30/9/23

1/10/22

£

£

Cash and cash equivalents

1,334,134

4,686,991

3.	Analysis of changes in net funds

At 1/10/23

Cash flow

At 30/9/24

£

£

£

Net cash

Cash at bank and in hand

1,334,134

(831,508

)

502,626

1,334,134

(831,508

)

502,626

Total

1,334,134

(831,508

)

502,626

1.	Statutory information

Finixio Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	Accounting policies

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of thegoods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

Intangible assets

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:

Intangible fixed assets other than goodwill

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:

Cryptocurrencies

Cryptocurrencies are stated at cost less amortisation. Cryptocurrencies are considered to have an infinite useful life and therefore no amortisation is charged.

Impairment reviews are conducted regularly and any impairment is taken to the profit and loss at the point of recognition.

Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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.

Derecognition of financial assets

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.

Classification of financial liabilities

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

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.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.

Turnover

The turnover and loss before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2024

2023

£

£

Turnover

40,018,524

59,940,975

40,018,524

59,940,975

4.	Employees and directors

2024

2023

£

£

Wages and salaries

8,148,105

5,805,452

Other pension costs

158,178

58,722

8,306,283

5,864,174

The average number of employees during the year was as follows:

2024

2023

Director

3

2

Admin

18

10

R&D

4

4

Sales

19

6

Marketing

69

50

113

72

2024

2023

£

£

Directors' remuneration

356,285

100,000

Information regarding the highest paid director for the year ended 30th September 2024 is as follows:

2024

£

Emoluments etc

256,285

2024

2023

Director pension

2,634

3,280

5.	Operating loss

The operating loss is stated after charging:

2024

2023

£

£

Other operating leases

21,867

11,829

Loss on disposal of fixed assets

171,306

71,677

Intangible assets amortisation

1,884,967

2,031,802

Foreign exchange differences

216,137

74,919

6.	Auditors' remuneration

2024

2023

£

£

Fees payable to the company's auditors for the audit of the company's financial statements

62,500

63,500

7.

Interest payable and similar expenses

2024

2023

£

£

Interest payable

87,378

48,186

8.

Taxation

Analysis of the tax credit

The tax credit on the loss for the year was as follows:

2024

2023

£

£

Current tax:

UK corporation tax

-

(1,111,206

)

Tax on loss

-

(1,111,206

)

Reconciliation of total tax credit included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2024

2023

£

£

Loss before tax

(3,152,227

)

(6,665,860

)

Loss multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 19%)

(788,057

)

(1,266,513

)

Effects of:

Expenses not deductible for tax purposes

83,338

413,378

Loss on Disposal of Intangible assets

-

82,139

Trade Intangible Fixed assets debits

-

(340,210

)

Losses C/F

704,719

-

Total tax credit

-

(1,111,206

)

9.	Intangible fixed assets

Intangible

Crypto

assets

assets

Totals

£

£

£

Cost

At 1st October 2023

10,630,071

918,429

11,548,500

Additions

38,515

34,250,327

34,288,842

Disposals

(10,668,586

)

(34,783,138

)

(45,451,724

)

At 30th September 2024

-

385,618

385,618

Amortisation

At 1st October 2023

5,594,885

-

5,594,885

Amortisation for year

1,884,967

-

1,884,967

Eliminated on disposal

(7,479,852

)

-

(7,479,852

)

At 30th September 2024

-

-

-

Net book value

At 30th September 2024

-

385,618

385,618

At 30th September 2023

5,035,186

918,429

5,953,615

10.

Debtors: amounts falling due within one year

2024

2023

£

£

Trade debtors

4,124,462

8,164,135

Other debtors

15,540,859

7,315,297

Prepayments and accrued income

-

1,798,020

19,665,321

17,277,452

11.

Creditors: amounts falling due within one year

2024

2023

£

£

Trade creditors

42,530

3,647,603

Social security and other taxes

205,916

277,007

Other creditors

5,529,294

724,322

Accruals and deferred income

592,829

2,581,046

6,370,569

7,229,978