| REGISTERED NUMBER: |
| TRUSTID LIMITED |
| UNAUDITED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| REGISTERED NUMBER: |
| TRUSTID LIMITED |
| UNAUDITED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 | to | 3 |
| Notes to the Financial Statements | 4 | to | 10 |
| TRUSTID LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| ACCOUNTANTS: |
| Chartered Accountants |
| Clarke Nicklin House |
| Brooks Drive |
| Cheadle Royal Business Park |
| Cheadle |
| Cheshire |
| SK8 3TD |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| BALANCE SHEET |
| 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Tangible assets | 4 |
| Investments | 5 |
| CURRENT ASSETS |
| Debtors | 6 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 7 |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
( |
) |
| CREDITORS |
| Amounts falling due after more than one year |
8 |
| NET LIABILITIES | ( |
) | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital | 10 |
| Share premium | 11 |
| Other reserves | 11 |
| Retained earnings | 11 | ( |
) | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
| The directors acknowledge their responsibilities for: |
| (a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and |
| (b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company. |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| BALANCE SHEET - continued |
| 31 DECEMBER 2024 |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | STATUTORY INFORMATION |
| TrustID Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The financial statements are presented in Sterling (£). |
| Going concern |
| The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors have reached this conclusion giving due consideration to the projected future performance of the company and any potential risk that might impact the company's ability to meet its required solvency levels. For this reason, they continue to adopt the going concern basis in preparing the financial statements. |
| Preparation of consolidated financial statements |
| The financial statements contain information about TrustID Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements. |
| Related party exemption |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| Turnover |
| Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| Tangible fixed assets |
| Plant and machinery | - |
| Fixtures and fittings | - |
| Computer equipment | - |
| Investments in subsidiaries |
| Investment in subsidiary undertakings are recognised at cost and reviewed annually for any impairment. |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, 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. |
| Research and development |
| ln the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. |
| If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only. |
| 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. |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Trade debtors |
| Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business. |
| Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables. |
| Trade creditors |
| Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities. |
| Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method. |
| Share based payments |
| Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the Income Statement over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Balance Sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition. |
| Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to the Income Statement over the remaining vesting period. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 4. | TANGIBLE FIXED ASSETS |
| Fixtures |
| Plant and | and | Computer |
| machinery | fittings | equipment | Totals |
| £ | £ | £ | £ |
| COST |
| At 1 January 2024 |
| Additions |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 5. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertaking |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| The company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Registered office: Kings Court, Water Lane, Wilmslow, Cheshire, SK9 5AR, United Kingdom |
| Nature of business: |
| % |
| Class of shares: | holding |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Trade debtors |
| Amounts owed by group undertakings |
| Other debtors |
| Directors' current accounts | 60,898 | - |
| Corporation tax |
| Prepayments and accrued income |
| 7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Bank loans and overdrafts |
| Other loans |
| Trade creditors |
| Social security and other taxes |
| Other creditors |
| Accruals and deferred income |
| Included in Other creditors are unpaid pension contributions of £10,107 (2023: £10,264) |
| All other loans were repaid by November 2024. |
| 8. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Bank loans |
| Bank loans were all repaid in December 2024. |
| 9. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 2024 | 2023 |
| £ | £ |
| Within one year |
| Between one and five years |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 10. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| Ordinary | £0.00 | 1 | 741 | 711 |
| 30,449 Ordinary shares of £0.001 each were allotted as fully paid |
| Share option schemes were operated since 2014 in order to incentivise and retain key employees of the company. The options vest after defined targets are met but lapse after ten years or if the holder ceases to be an employee. There were 67,114 (2023: nil) Ordinary shares granted under options during the year. 30,449 (2023: nil) options were exercised during the year, and 144,649 (2023: 119,734) options remained outstanding at 31 December 2024. The weighted average exercise price is £2.46. |
| There were 8 (2023: 8) employees of the group benefiting from the scheme in the year. |
| The directors were not able to observe an open market value for the share options granted within the scheme, instead they estimated the share price based upon the issue price of shares from 2015. £13,730 (2023: £930) was charged to the income statement during the year. |
| As part of the acquisition post year end, there were no options outstanding to any employees. |
| 11. | RESERVES |
| Retained | Share | Other |
| earnings | premium | reserves | Totals |
| £ | £ | £ | £ |
| At 1 January 2024 | ( |
) | (2,069,861 | ) |
| Deficit for the year | ( |
) | ( |
) |
| Cash share issue | - | 60,868 | - | 60,868 |
| Share option charge | - | - | 13,730 | 13,730 |
| At 31 December 2024 | ( |
) | (2,535,687 | ) |
| 12. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
| The following advances and credits to a director subsisted during the years ended 31 December 2024 and 31 December 2023: |
| 2024 | 2023 |
| £ | £ |
| Balance outstanding at start of year |
| Amounts advanced |
| Amounts repaid |
| Amounts written off | - | - |
| Amounts waived | - | - |
| Balance outstanding at end of year |
| TRUSTID LIMITED (REGISTERED NUMBER: 05953015) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 12. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES - continued |
| The directors' current accounts were all settled as part of the acquisition and no amount was owed from former directors. |
| 13. | RELATED PARTY DISCLOSURES |
| During the year, consultancy fees were paid to certain directors of £79,500 (2023: £78,500) in aggregate. |
| Additionally, directors and their relatives loaned the company £150,000 during 2022 of which £Nil outstanding at the year end (2023: £100,000). The loans were repayable within 12 months and accrued interest at 15% (2023: 15%) per annum. |
| 14. | ULTIMATE CONTROLLING PARTY |
| On 19 March 2025 the company was acquired by Citation Holdings Limited which is part of the Citation Group of Companies headed by Broom Topco Limited, incorporated in Jersey. The Group has no ultimate controlling party. It is jointly owned by KKR, via Broom Holding LP, incorporated in England and Hg via HG Genesis 10 Aggregator LP and P&E Aggregator 2, L.P., both incorporated in England. |