REGISTERED NUMBER: 10068884 (England and Wales)

Financial Statements for the Year Ended 31 December 2024

for

JONICSUN UK LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

Mr Délber Andrade Gribel Lage

Ms Renato Cesar Vieira Araujo

REGISTERED OFFICE:

73 Park Lane

Croydon

CR0 1JG

REGISTERED NUMBER:

10068884 (England and Wales)

AUDITORS:

Owadally & King

Chartered Certified Accountants

& Statutory Auditors

73 Park Lane

Croydon

Surrey

CR0 1JG

FIXED ASSETS

Tangible assets

4

409

655

Investments

5

129,006

125,784

129,415

126,439

CURRENT ASSETS

Debtors

6

401,215

401,399

Cash at bank

9,929

23,538

411,144

424,937

CREDITORS

Amounts falling due within one year

7

833,447

828,218

NET CURRENT LIABILITIES

(422,303

)

(403,281

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(292,888

)

(276,842

)

CREDITORS

Amounts falling due after more than one year

8

1,582,046

1,468,254

NET LIABILITIES

(1,874,934

)

(1,745,096

)

CAPITAL AND RESERVES

Called up share capital

100

100

Retained earnings

(1,875,034

)

(1,745,196

)

(1,874,934

)

(1,745,096

)

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 23 December 2025 and were signed on its behalf by:

Mr Délber Andrade Gribel Lage - Director

1.	STATUTORY INFORMATION

Jonicsun UK 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.

The presentation currency of the financial statements is the Pound Sterling (£).

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements

The financial statements contain information about Jonicsun UK Ltd 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.

Going concern

The directors consider the use of the going concern basis of accounting is appropriate because the holding company and ultimate shareholder of the company are supporting the company financially and there are no material uncertainties related to events or conditions that may cast significant doubt about the ability of the company to continue as a going concern.

The disclosed net current liabilities primarily comprise amounts owed to the ultimate shareholder/director, Mr Araujo, totalling £821,219.

It is noteworthy that Jonicsun UK Limited is currently not self-sufficient in generating income, and its financial sustenance is being provided by the immediate holding company, Zetra Participacoes S.A. a company controlled by Mr Araujo. Despite this, Jonicsun UK Limited holds strategic importance within the overall group structure, as it possesses shares in three subsidiaries.

The group's overall financial position, liquidity, and cash flow forecasts instill confidence in meeting its obligations as they arise, even extending to transactions with related parties. Consequently, the net current liabilities, when viewed in this context, do not raise significant concerns regarding the standalone entity's ability to continue as a going concern.

The financial statements have been meticulously prepared on a going concern basis, taking into account the ongoing financial support extended by the immediate holding company to Jonicsun UK Limited. It is foreseen that the operations in the UK will persist for the foreseeable future, underlining the group's commitment to sustaining the entity.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful

life.

Computers - 3 years straight line

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

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 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.

Basic financial assets and liabilities 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 financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

For define contribution schemes the amount charged to profit and loss is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayment.

Impairment of financial assets

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and the best estimate, which is an approximation, of the amount that the company would receive for the asset if it were to be sold at the reporting date.

Trade and other creditors

Debt instruments like loans and other accounts receivable and payable are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade parables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an outright short-term loan not at market rate, the financial asset or liability is measured, initially and subsequently, at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is an 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.

Impairment of non-financial assets

At each reporting date non-financial assets not carried at fair value, like plant and equipment, are reviewed to determine whether there is an indication that an asset may be impaired. If there is an indication of possible

impairment, the recoverable amount of any asset or group of related assets, which is the higher of value in use and the fair value less cost to sell, is estimated and compared with its carrying amount. If the recoverable amount is lower, the carrying amount of the asset is reduced to its recoverable amount and an impairment loss is recognised immediately in profit and loss.

Inventories are also assessed for impairment at each reporting date. Each item of inventory is compared to the last sold date and an impairment loss recognised on a percentage basis in profit and loss.

If an impairment loss is subsequently reversed, the carrying amount of the asset or group of related assets is

increased to the revised estimate of its recoverable amount, but not to exceed the amount that would have been determined had no impairment loss been recognised for the asset or group of related assets in prior periods. A reversal of an impairment loss is recognised immediately in profit and loss.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 1 (2023 - 3 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 January 2024

and 31 December 2024

6,996

DEPRECIATION

At 1 January 2024

6,341

Charge for year

246

At 31 December 2024

6,587

NET BOOK VALUE

At 31 December 2024

409

At 31 December 2023

655

5.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2024

125,784

Exchange differences

3,222

At 31 December 2024

129,006

NET BOOK VALUE

At 31 December 2024

129,006

At 31 December 2023

125,784

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Jonic Sun Fintech Solutions Private Limited

Registered office: India

Nature of business: Software provider

%

Class of shares:

holding

Ordinary

99.99

Jonicsun PT, LDA

Registered office: Portugal

Nature of business: Software Provider

%

Class of shares:

holding

Ordinary

99.00

Enomina. S.A. De C.V

Registered office: Mexico

Nature of business: Softwrae Provider

%

Class of shares:

holding

Ordinary

99.03

6.

DEBTORS

2024

2023

£

£

Amounts falling due within one year:

Other debtors

8,037

8,221

Amounts falling due after more than one year:

Amounts owed by group undertakings

393,178

393,178

Aggregate amounts

401,215

401,399

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

5,228

(1

)

Other creditors

828,219

828,219

833,447

828,218

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Amounts owed to group undertakings

1,582,046

1,468,254

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Mr Mohammed Yousouf F Owadally (Senior Statutory Auditor)

for and on behalf of Owadally & King

10.	RELATED PARTY DISCLOSURES

At the period end 31 December 2024, Mr Araujo, the director of the company, was owed £821,218.62 (2023: £821,218.62 ) by the company. No interest was charged on the balance.

At the period end, the company owed £1,566,252.23 (2023: £1,452,459.93) to Zetra Participacoes S.A, a company also controlled by Mr Araujo which is included in other creditors. The interest of £7,792.30 (2023: £7,226.17) was charged on the balance during the year at a rate is 0.5% aa.

At the period end, the company owed £10,902 (2023: £10,902) to Jonic Sun Fintech Solutions, a subsidiary company registered in India.

At the period end, the company owed £4,892 (2023: £4,892) to Jonicsun PT, LDA, a subsidiary company registered in Portugal.

At the period end, Enomina S.A. de CV, a subsidiary company registered in Mexico, owed £393,178 (2023: £393,178) to the company.

11.	ULTIMATE CONTROLLING PARTY

The controlling party is Zetra Participacoes S.A.incorporated in Brazil..

The ultimate controlling party is Mr Renato Araujo.