Company registration number 05869065 (England and Wales)
SOCHITEL UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
SOCHITEL UK LIMITED
COMPANY INFORMATION
Directors
J Ejikeme
M Fischer
S Jonas
F Nwoboshi
A Pereira
(Appointed 21 February 2024)
Company number
05869065
Registered office
Ibex House
Baker Street
Weybridge
Surrey
KT13 8AH
Auditor
MGI Midgley Snelling LLP
Ibex House
Baker Street
Weybridge
Surrey
KT13 8AH
SOCHITEL UK LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 25
SOCHITEL UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

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

Financial Review

During the year end 31 December 2024, Sochitel UK Limited (the "Company") continued to carry out its operations selling electronic gift vouchers, mobile airtime and data. During the year end 31 December 2024, the company's turnover decreased by 7.4% from prior year. Gross profit margin also decreased from 10.2% in 2023 to 7.4% in 2024

 

Administrative expenses decreased by £1,278,911 during the year, primarily due to a provision for doubtful debts of £1,000,000 which was raised in 2023. The provision; which represents amounts initially advanced to support the Agencies’ initial operational setup and working capital requirements, which will be recovered by future invoicing, but for which the timing of this recoverability is uncertain; remained unchanged in 2024.

 

Management believes that, as these operations mature and achieve sustainable profitability, there is potential for these Agencies to be integrated into the Group structure. Accordingly, while the provision reflects current uncertainty regarding recoverability, management remains confident in the long-term commercial viability of these arrangements and anticipates potential recovery in future periods.

 

Foreign exchange losses of £2,031,906 (2023 - £1,483,422) have been recognised resulting, primarily, from the depreciation of the Nigerian Naira. Normal operating expenses reduced by over £750,000 year-on-year.

 

As a result of these factors, the company recorded a loss before tax of £2,207,596, compared to a loss of £2,736,761 in 2023.

 

While the directors acknowledge the second year of losses, they continue with the implementation of strategic initiatives aimed at enhancing revenue, improving gross profit margins, and optimising cost control measures. These actions are expected to strengthen the company’s financial position moving forward and year-to-date results for 2025 continue to show a return to profit.

Principal risks and uncertainties

The company operates in a dynamic market and faces certain risks and uncertainties, including:

The board actively monitors these risks using key performance indicators and implements risk mitigation strategies to safeguard the company's interests and sustain long-term growth.

Financial Risk Management

The company maintains adequate cash reserves to ensure sufficient working capital for supplier and creditor obligations. Working capital and cash reserves are reviewed weekly, ensuring financial stability. The company predominantly operates on a pre-paid model, where customers pay before receiving airtime, thereby effectively managing credit risk.

SOCHITEL UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Key performance indicators

Our key financial performance indicators were considered to be the following:

 

The directors continue to assess performance against these indicators while pursuing initiatives to drive long-term profitability.

Outlook and future developments

IDT Telecom, Inc. (IDT) retained its 74.99% shareholding in Sochitel UK Limited throughout 2024. IDT Corporation Inc., a NYSE-listed entity, remains the majority shareholder of the business.

 

Looking ahead, the company is well-positioned to leverage emerging market trends and technological advancements. Over the next 12 months, we plan to expand our digital voucher offerings, enhancing customer engagement and revenue opportunities.

 

Aligned with our growth strategy, we are actively exploring new opportunities across Pan-African markets. These expansions are expected to contribute to both revenue growth and long-term profitability. Additionally, we are identifying new products and markets to diversify our portfolio, ensuring continued agility and competitiveness in an evolving industry landscape.

 

While we remain optimistic about the future, we are mindful of potential risks such as economic fluctuations, foreign exchange volatility, and regulatory changes. The company remains committed to continuously evaluating and adapting its strategies to mitigate these risks and deliver sustained shareholder value.

 

On behalf of the board

J Ejikeme
Director
10 October 2025
SOCHITEL UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

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

Principal activities

The principal activity of the company is the sale of mobile phone airtime, data and other value added services.

Results and dividends

The results for the year are set out on page 8. The result for the year was a loss after tax of £2,207,596 (2023: loss £2,373,509 ).

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

J Ejikeme
M Fischer
N Ford
(Resigned 7 February 2024)
S Jonas
F Nwoboshi
A Pereira
(Appointed 21 February 2024)
Qualifying third party indemnity provisions

The Group maintains appropriate Directors' and Officers' Liability Insurance on behalf of the directors and Company secretary. In addition, individual qualifying third-party indemnity provisions are given to the directors and Company secretary which comply with the provisions of Section 234 of Companies Act 2006, and were in force throughout the year and up until the signing of the Annual Report.

Statement of directors' responsibilities

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

 

 

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.

SOCHITEL UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
Statement of disclosure to auditor

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 company’s auditor 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 company’s auditor is aware of that information.

On behalf of the board
J Ejikeme
Director
10 October 2025
SOCHITEL UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SOCHITEL UK LIMITED
- 5 -
Opinion

We have audited the financial statements of Sochitel UK Limited (the 'company') for the year ended 31 December 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:

Basis for opinion

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

Material uncertainty related to going concern

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.

 

We draw attention to the Balance Sheet in the financial statements, which indicates that the company incurred a net loss of £2,207,596 during the year ended 31 December 2024 and, as of that date, the company’s current liabilities exceeded its total assets by £2,742,468. As stated in note 1.2, these events or conditions, along with other matters as set forth in note 1.2, 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.

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:

SOCHITEL UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SOCHITEL UK LIMITED
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

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

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

In planning and designing our audit tests, we identify and assess the risks of material misstatements within the financial statements, whether due to fraud or error. Our assessment of these risks includes consideration of the nature of the industry and sector, the control environment and the business performance along with the results of our enquiries of management, about their own identification and assessment of the risks of irregularities. We are also required to perform specific procedures to respond to the risk of management override.

 

As a result of this assessment, we considered the opportunities and incentives that may exist within the company for fraud and identified that the greatest area of risk was in relation to management override, completeness of income and the recoverability of debtors.

We have obtained an understanding of the legal and regulatory frameworks that the company operates in from discussions with the directors and our knowledge of the company and its industry sector. We have focused on the provisions of those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and local tax legislation.

SOCHITEL UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SOCHITEL UK LIMITED
- 7 -

We performed the following audit procedures after consideration of the above risks which included the following:

The engagement partner has assessed that all engagement team members were made aware of the relevant laws and regulations and potential fraud risks and were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. The risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

Tracey Wickens
Senior Statutory Auditor
For and on behalf of MGI Midgley Snelling LLP
10 October 2025
Chartered Accountants
Statutory Auditor
Ibex House
Baker Street
Weybridge
Surrey
KT13 8AH
SOCHITEL UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
22,359,965
24,147,213
Cost of sales
(20,697,628)
(21,674,549)
Gross profit
1,662,337
2,472,664
Administrative expenses
(3,917,640)
(5,196,551)
Other operating income
70,305
-
0
Operating loss
4
(2,184,998)
(2,723,887)
Interest receivable and similar income
6
47,930
68,345
Interest payable and similar expenses
9
(70,528)
(81,219)
Loss before taxation
(2,207,596)
(2,736,761)
Tax on loss
10
-
0
363,252
Loss for the financial year
(2,207,596)
(2,373,509)

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

SOCHITEL UK LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
11
247,038
233,365
Tangible assets
12
7,529
10,530
Investments
13
2,500
2,500
257,067
246,395
Current assets
Debtors falling due after more than one year
15
-
0
56,288
Debtors falling due within one year
15
3,435,868
9,560,451
Cash at bank and in hand
163,861
202,431
3,599,729
9,819,170
Creditors: amounts falling due within one year
16
(6,578,702)
(10,579,875)
Net current liabilities
(2,978,973)
(760,705)
Total assets less current liabilities
(2,721,906)
(514,310)
Creditors: amounts falling due after more than one year
17
(76,934)
(76,934)
Net liabilities
(2,798,840)
(591,244)
Capital and reserves
Called up share capital
19
568,369
568,369
Share premium account
256,631
256,631
Profit and loss reserves
(3,623,840)
(1,416,244)
Total equity
(2,798,840)
(591,244)

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 10 October 2025 and are signed on its behalf by:
J Ejikeme
Director
Company registration number 05869065 (England and Wales)
SOCHITEL UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2023
568,369
256,631
957,265
1,782,265
Year ended 31 December 2023:
Loss and total comprehensive income
-
-
(2,373,509)
(2,373,509)
Balance at 31 December 2023
568,369
256,631
(1,416,244)
(591,244)
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(2,207,596)
(2,207,596)
Balance at 31 December 2024
568,369
256,631
(3,623,840)
(2,798,840)
SOCHITEL UK LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
23
(34,737)
3,653
Interest paid
(70,528)
(81,219)
Income taxes (paid)/refunded
(39,985)
27,325
Net cash outflow from operating activities
(145,250)
(50,241)
Investing activities
Purchase of intangible assets
(60,826)
(62,547)
Purchase of tangible fixed assets
-
0
(5,883)
Interest received
47,930
68,345
Net cash used in investing activities
(12,896)
(85)
Financing activities
Repayment of borrowings
119,576
215,169
Net cash generated from financing activities
119,576
215,169
Net (decrease)/increase in cash and cash equivalents
(38,570)
164,843
Cash and cash equivalents at beginning of year
202,431
37,588
Cash and cash equivalents at end of year
163,861
202,431
SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information

Sochitel UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Ibex House, Baker Street, Weybridge, Surrey, KT13 8AH. The trading office is 3-4 Devonshire Street, London W1W 5DT.

1.1
Accounting convention

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

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

The company has taken advantage of the exemption under section 401 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Sochitel UK Limited is a majority owned subsidiary of IDT Corporation and the results of Sochitel UK Limited are included in the consolidated financial statements of IDT Corporation which are available from 520 Broad Street, Newark, New Jersey, 07102, USA.

1.2
Going concern

These financial statements are prepared on the going concern basis. The directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future. However, the directors are aware of certain material uncertainties which may cause doubt on the company's ability to continue as a going concern. In assessing the appropriateness of the going concern basis, the directors have considered the company’s financial position, forecast cash flows, and the availability of financial support. The company has incurred operational losses in the current and prior financial years, with revenue continuing to decline due to competitive pressures in the telecommunications and value-added services sector. Margins have decreased marginally and liquidity remains low.

 

The company’s balance sheet remains insolvent, primarily due to significant loans payable to its parent company, IDT Corporation, which are classified as repayable on demand. While it is assumed that these loans will not be called unless repayment is feasible, no formal assurance has been provided. The reported net asset position is significantly influenced by intercompany receivables and payables, and when these are excluded, the adjusted net assets offer minimal coverage against liabilities.

 

As such, there is a material uncertainty related to events and conditions that may cast significant doubt on the company’s ability to continue as a going concern. These uncertainties include:

 

SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -

Management has developed plans to address these uncertainties, including actively seeking new investment to fund future plans. This would enable settlement of outstanding amounts payable to IDT Corporation and improve the company’s financial independence. Discussions are ongoing to formalise group support arrangements and defer repayment of on-demand loans until profitability is achieved or the new investment is secured.

 

The directors believe that these plans, if successfully implemented, will provide the necessary financial flexibility to support the company’s operations.

1.3
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.

Revenue is recognised from the provision of mobile airtime. Revenue is recognised when the significant risks and rewards of ownership have transferred to the buyer; the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably. Revenue from the sale of airtime to wholesale customers is initially deferred and released as end users purchase airtime. Revenue from the sale of prepaid top-up cards and terminal sales vouchers is recognised when redeemed by the end user.

Revenue from the rendering of services relates to platform usage fees charges to other group companies.

1.4
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.

 

The IT Platform represents Sochitel's internally developed system for mobile airtime transfers, the cost represents labour time and external costs incurred in developing the system which is an integral part of the business and gives rise to future economic benefit.

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 basis:

IT Platform
10 Years
SMS Platform
10 Years
1.5
Tangible fixed assets

Tangible fixed assets are initially recorded at cost, and are subsequently stated at cost less any accumulated depreciation and impairment losses.

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

Leasehold improvements
the initial period of the lease
Computers
25% reducing balance

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

SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.6
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

1.7
Cash and cash equivalents

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.

1.8
Financial instruments
Basic financial assets

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.

Impairment of financial assets

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.

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.

SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.9
Equity instruments

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.

1.10
Taxation

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

Current 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

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 when the company has 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.

SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.11
Employee benefits

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.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.12
Retirement benefits

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

1.13
Leases

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 leases asset are consumed.

1.14
Foreign exchange

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.

 

Intercompany transactions relating to the purchase of airtime and data are translated at the parallel rate.

2
Judgements and key sources of estimation uncertainty

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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Impairment of intangibles

Determine whether there are indicators of impairment of the company's intangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset.

Bad debt provisions

A full line by line review is carried out at the end of each month. Whilst every attempt is made to ensure that bad debt provisions are as accurate as possible, there remains a risk that the provisions do not match the level of debts which are ultimately proven to be uncollectable.

SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 17 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Bad debt provisions relating to Agency balances

The provision for bad debts is based on management's assessment of the recoverability of agency balances. The provision is measured as the best estimate of the potential loss at the reporting date. Management considers all available information to determine whether an impairment adjustment is necessary and ensures that the provision reflects the probable risk of default.

 

Due to the uncertainty regarding the future viability of the agencies, the provision is subject to ongoing review. Any changes in circumstances that affect the recoverability of agency receivables are reflected in the financial statements in the period in which they become known.

 

This assessment includes a review of the creditworthiness of agencies, future business plans and current economic conditions. As of the reporting date, the provision for bad debts was £1,000,000, which represents 82% of the total agency balances receivable.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Sale of goods
21,683,230
22,510,410
Rendering of services
676,735
1,636,803
22,359,965
24,147,213
2024
2023
£
£
Turnover analysed by geographical market
Africa
13,041,565
9,789,314
Asia
682,270
239,055
Europe
3,274,812
4,714,805
United Kingdom
368,872
356,168
United States of America
4,992,446
9,047,871
22,359,965
24,147,213
2024
2023
£
£
Other revenue
Interest income
47,930
68,345

 

SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
4
Operating loss
2024
2023
Operating loss for the year is stated after charging:
£
£
Exchange losses
2,031,906
1,483,422
Depreciation of owned tangible fixed assets
3,001
4,688
Amortisation of intangible assets
47,153
33,215
Operating lease charges
69,028
67,877

Foreign exchange losses of £2,031,906 (2023: £1,483,422 losses) are mostly attributable to the fluctuation of the Naira rate during the year.

5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
25,000
30,000
For other services
Other taxation services
1,500
5,700
6
Interest receivable and similar income
2024
2023
£
£
Interest income
Other interest income
47,930
68,345
7
Employees

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

2024
2023
Number
Number
Management
3
3
Administration
14
15
Total
17
18
SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
7
Employees
(Continued)
- 19 -

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
916,564
978,131
Social security costs
106,378
108,034
Pension costs
30,477
73,196
999,169
1,159,361
8
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
337,063
370,743
Company pension contributions to defined contribution schemes
9,431
23,488
346,494
394,231

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023: 2).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
248,143
284,001
Company pension contributions to defined contribution schemes
6,233
16,000
9
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on loans
70,528
69,236
Other finance costs:
Other interest
-
0
11,983
70,528
81,219
10
Taxation
2024
2023
£
£
Current tax
Adjustments in respect of prior periods
-
0
(363,252)
SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Taxation
(Continued)
- 20 -

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

2024
2023
£
£
Loss before taxation
(2,207,596)
(2,736,761)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
(551,899)
(643,686)
Tax effect of expenses that are not deductible in determining taxable profit
(4,872)
13,250
Tax effect of utilisation of tax losses not previously recognised
-
0
449,668
Unutilised tax losses carried forward
555,692
169,112
Adjustments in respect of prior years
-
0
(363,252)
Permanent capital allowances in excess of depreciation
702
(337)
Other permanent differences
5,650
3,028
Other timing differences
(5,273)
8,965
Taxation charge/(credit) for the year
-
(363,252)

The company has trading losses of £2,941,782 (2023: £719,014) and non trading losses of £23,489 (2023: £891) to carry forward, a timing difference in relation to accelerated capital allowances of £6,647 (2023: £8,259) and other timing differences of £89,424 (2023: £109,514). A deferred tax asset calculated based on a tax rate of 25% (2023: 25%) of £762,012 (2023: £205,290) has not been recognised in the accounts as uncertainty around the timing of future profits remain.

From 1 April 2023, the UK corporation tax rate changed from 19% to 25%, with marginal relief available for profits between £50,000 and £250,000, therefore the effective tax rate last year differs to this year.

11
Intangible fixed assets
IT Platform
SMS Platform
Total
£
£
£
Cost
At 1 January 2024
480,611
40,867
521,478
Additions - internally developed
60,826
-
0
60,826
At 31 December 2024
541,437
40,867
582,304
Amortisation and impairment
At 1 January 2024
276,770
11,343
288,113
Amortisation charged for the year
43,066
4,087
47,153
At 31 December 2024
319,836
15,430
335,266
Carrying amount
At 31 December 2024
221,601
25,437
247,038
At 31 December 2023
203,841
29,524
233,365
SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
12
Tangible fixed assets
Leasehold improvements
Computers
Total
£
£
£
Cost
At 1 January 2024 and 31 December 2024
23,800
58,195
81,995
Depreciation and impairment
At 1 January 2024
23,800
47,665
71,465
Depreciation charged in the year
-
0
3,001
3,001
At 31 December 2024
23,800
50,666
74,466
Carrying amount
At 31 December 2024
-
0
7,529
7,529
At 31 December 2023
-
0
10,530
10,530
13
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
14
2,500
2,500
14
Subsidiaries

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

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Nomiworld Limited
Angelina Court 3 Olawale Dawodu Road Ikoyi, Lagos, Nigeria
Sale of mobile phone airtime and digital vouchers
Ordinary
99.00
15
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,463,953
1,027,905
Amounts owed by group undertakings
999,852
7,836,829
Other debtors
956,938
674,105
Prepayments and accrued income
15,125
21,612
3,435,868
9,560,451
SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
15
Debtors
(Continued)
- 22 -
2024
2023
Amounts falling due after more than one year:
£
£
Trade debtors
-
0
56,288
Total debtors
3,435,868
9,616,739

Amounts owed by group undertakings of £nil (2023: £7,836,829) are considered to be repayable on demand. This balance is unsecured.

 

£999,852 (2023: £939,602) of amounts owed by group undertakings earns interest of 5% per annum and are considered repayable on demand.

16
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
1,508,507
1,515,822
Amounts owed to parent undertakings
3,224,278
3,102,213
Amounts owed to group undertakings
1,251,739
5,318,808
Corporation tax
-
0
39,985
Other taxation and social security
25,388
99,273
Other creditors
508,790
444,324
Accruals and deferred income
60,000
59,450
6,578,702
10,579,875

Amounts owed to group undertakings of £1,251,739 (2023: £5,318,808) are considered to be repayable on demand and have no annual interest. This balance is unsecured.

 

Amounts owed to parent undertakings includes a loan of £1,823,058 (2023: £1,721,783) which is considered to be repayable on demand and has annual interest of 4% and another loan, which carries no interest, for working capital requirements of £1,078,688 (2023: £1,060,387). These amounts are unsecured.

 

The remaining balance of £322,532 (2023: £320,043) due to parent undertakings is considered to be repayable on demand and has no annual interest. This balance is unsecured.

17
Creditors: amounts falling due after more than one year
2024
2023
£
£
Amounts owed to parent undertakings
76,934
76,934

£76,934 (2023: £76,934) due to parent undertakings is due in greater than one year and has no annual interest. This balance is unsecured.

SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
18
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
30,477
49,708

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

 

The amount outstanding at year end to pay over to the pension provider was £29,424 (2023: £36,371).

19
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
568,369
568,369
568,369
568,369
20
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
35,356
33,672
21
Related party transactions
Remuneration of key management personnel

The remuneration of the three key management personnel is as follows.

2024
2023
£
£
Aggregate compensation
479,274
530,941

Consultancy services are provided to the company for key management personnel. Consultancy fees of £138,000 (2023: £138,000) were incurred and are not included in the amount above.

Transactions with related parties

During the year the company entered into the following transactions with related parties:

SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
21
Related party transactions
(Continued)
- 24 -
Sales
Sales
Purchases
Purchases
2024
2023
2024
2023
£
£
£
£
Entities with control, joint control or significant influence over the company
4,852,987
9,002,202
113,583
133,698
Entities over which the entity has control, joint control or significant influence
6,633,590
6,373,324
1,910,557
3,398,420
Interest payable
Interest payable
Interest receivable
2024
2023
2024
2023
£
£
£
£
Entities with control, joint control or significant influence over the company
70,102
68,345
-
-
Entities over which the entity has control, joint control or significant influence
-
-
47,930
68,838
22
Ultimate controlling party

The immediate parent company is IDT International Telecom Inc, a company registered and domiciled in the United States of America.

 

The ultimate parent undertaking and controlling party is IDT Corporation Inc, a company listed on the New York Stock Exchange. The results for Sochitel UK Ltd have been included in the consolidation of the ultimate parent financial statements.

23
Cash (absorbed by)/generated from operations
2024
2023
£
£
Loss after taxation
(2,207,596)
(2,373,509)
Adjustments for:
Taxation charged/(credited)
-
0
(363,252)
Finance costs
70,528
81,219
Investment income
(47,930)
(68,345)
Amortisation and impairment of intangible assets
47,153
33,215
Depreciation and impairment of tangible fixed assets
3,001
4,688
Movements in working capital:
Decrease in stocks
-
0
141,804
Decrease in debtors
6,180,871
2,124,735
(Decrease)/increase in creditors
(4,080,764)
423,098
Cash (absorbed by)/generated from operations
(34,737)
3,653
SOCHITEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
24
Analysis of changes in net debt
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
202,431
(38,570)
163,861
Borrowings excluding overdrafts
(2,782,170)
(119,576)
(2,901,746)
(2,579,739)
(158,146)
(2,737,885)
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