Company registration number 12181797 (England and Wales)
REMITTANCE360 LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
REMITTANCE360 LTD
COMPANY INFORMATION
Directors
O Shchybun
F Ismail
(Appointed 17 June 2025)
Company number
12181797
Registered office
Unit 1306
Sierra Quebec Bravo
77 Marsh Wall
London
E14 9SH
Auditor
JF Francis Ltd
Francis House
2 Park Road
Barnet
Herts
EN5 5RN
REMITTANCE360 LTD
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Independent auditor's report
7 - 9
Statement of comprehensive income
10
Statement of financial position
11
Statement of changes in equity
12
Statement of cash flows
13
Notes to the financial statements
14 - 25
REMITTANCE360 LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

Principal activities

The Company is a UK Authorised Electronic Money Institution ("AEMI"), FRN 901072. The company was set up to provide money remittance services (the core of the business model) and electronic money.

R360's money transfer platform offers such benefits as minimal fees, swift transfer times, a user-friendly interface, and quick integration APIs. Utilizing its proprietary IT solution, R360 seamlessly integrates with various payment systems. The service has established a strong presence in core markets including the UK, EU, and Ukraine, where strategic arrangements are in place to guarantee competitive transaction fees.

The principal activity of the company during the period continued to be that of the business process development and preliminary arrangements relating to the start-up remittance services and electronic money issuance.

Review of the business

Remittance360 was incorporated on 30 August 2019. The activities undertaken during the year ended 31 August 2020 primarily involved setting initial banking arrangements, market research, development of proprietary software, as well as the policies and procedures, ensuring compliance with FCA regulations in preparation to AEMI license application. Three directors having experience in the banking and legal industries, as well as company finance, FinTech, remittance and AML had been appointed to the Board.

The Company had been granted AEMI license by the FCA on 30 October 2020. The share capital of £350,000 was fully paid-up, thus enabling R360 to meet capital requirements for EMI as set out by the FCA. A number of contracts with perspective payment partners were signed.

During the period 9,767 ordinary share was allotted with nominal value £50 and total value of £488,350.Therefore the value of share capital has increased to £1,083,615 inclusive of premium.

Future developments

The Company has been actively expanding its money remittance operations through new partnerships and the development of a diverse range of remittance methods. In parallel, it is also exploring opportunities for further testing and expansion of its e-money offering. This aligns with our commitment to providing convenient and flexible money transfer solutions by leveraging modern technology and enabling customers to enjoy seamless access to their funds.

Simultaneously, the Company is dedicated to further improving the performance and security of R360 payment system while ensuring strict compliance with industry regulations. By prioritizing continuous enhancements, the Company aims to provide its customers with a seamless and reliable payment experience while upholding the highest standards of security and data protection.

In anticipation of a competitive business environment, the directors remain proactive in their approach. The Company's agile structure, combined with its low fixed costs and robust liquidity position, allows for flexibility and adaptability to uncertainties common in the startup stage. The directors are confident in the Company's financial position and believe that identified risks are being effectively managed to ensure sustainable growth and success.

Principal risks and uncertainties

Business Model: The risk that the Company's business model is not sustainable due to poor execution of the strategic plan or inability to adapt to changing market conditions.

Financial: Risks that could impact the Company's financial profile, particularly cash flow risk arising from the failure to maintain an adequate working capital position. The Company minimizes financial risk exposure by keeping assets and liabilities in the functional currency and avoiding credit risks whenever possible.

Compliance: The risk of non-compliance with relevant legislations, rules, and regulations, which could result in harm to customers, financial losses, or reputational damage to the Company.

Operational: The risk that failures in people, processes, or internal and third-party systems could cause service disruptions or financial losses.

REMITTANCE360 LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Internal Controls and Fraud Protection

Transaction Monitoring and Alerts

An automated, rules-based transaction monitoring system operated throughout 2025 to detect and flag suspicious activity.

Suspicious Activity Reporting (SAR)

A SAR framework was in place, including staff training, MLRO/DMLRO responsibilities, NCA registration, and investigation of alerts.

Sanctions and Proliferation Financing

The sanctions and proliferation financing programme was reviewed and updated in 2025, with the related risk assessment integrated into the wider AML and Financial Crime Risk Assessment managed by the DMLRO.

Governance, Written Policies and Procedures

Key Anti-Money Laundering (AML)/Combating the Financing of Terrorism (CFT), sanctions, and fraud policies were reviewed and updated in 2025, with the AML/CFT Policy last updated in July 2025. New policies introduced covered SAR, anti-tax evasion, client funds safeguarding, fraud management, and payment processing. AML, CFT, and PF risk assessments, along with customer industry and geographic risk assessments, were kept up to date.

Appointment of MLRO, DMLRO and Compliance Officer

The company maintained appointed MLRO, DMLRO, and Compliance Officer roles throughout the period.

Independent Audit and Assurance

An independent AML audit was completed in March 2025.

FCA Reports

FCA reports were submitted on time, supported by an external compliance provider and reviewed and approved by senior management.

AML,CFT,PF Compliance Training

Training was role-based, delivered through automated and face-to-face methods, with external providers used where needed.

Support and Maintenance of Compliance Culture

Employees demonstrated strong compliance awareness and met training deadlines, supported by active senior management engagement and clear tone from the top.

Managerial Oversight of Compliance

Senior management, including the General Manager, actively oversaw compliance through report reviews, committee participation, and regular involvement in compliance matters.

Data Protection

The company is registered with the UK ICO, with the MLRO acting as DPO. Data access controls and handling practices comply with regulatory requirements.

Fraud Protection

The company complies with relevant fraud and AML regulations. Fraud monitoring is conducted by trained staff, with escalation to Compliance and oversight by the Board/ROC. External auditors and legal counsel support oversight and complex investigations, alongside ongoing staff development programmes.

REMITTANCE360 LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

IT and Third-Party System

We recognise that our services are only as good as the technology behind them, which is why we place a high priority on the reliability of our infrastructure.

This past year, we are pleased to report that no major system failures or disruptions were logged, reflecting the stability of our current setup. All the systems we rely on for our core features continue to meet their SLA availability targets, ensuring that both our team and our customers have consistent access at all times. We continue to run yearly disaster recovery drills to practice our response protocols in a controlled environment.

Technology Upgrades and System Changes

Keeping our platform competitive means embracing constant evolution, but we make sure those changes never come at the expense of stability. This year, our focus has been on scaling our infrastructure to improve performance while maintaining a "safety-first" approach to deployment. Every upgrade undergoes rigorous testing in isolated environments before reaching production. By following a structured change management framework, we ensure that new features and technical enhancements are integrated smoothly, minimising risk and ensuring that our systems remain modern, secure, and fully aligned with our long-term strategic goals.

S172 Statement

During the financial year to 31 December 2025, the directors have considered the needs of the Company's stakeholders as part of their decision-making process. Specifically, the directors consider the likely consequences of its decisions in the long term and the need to act fairly between its stakeholders. The Company’s key stakeholders, why they are important to the Company and how they have been engaged are:

Clients: Clients are central to the business. R360’s business model is targeting under-banked customers who are looking for reliable, stable and easy-to-use money remittance solution. R360 aims to provide a high-quality product in a timely manner tailored to the needs of its clientele in a cost-effective way, while being committed to having healthy controls, policies and procedures in place to mitigate client risk and as defined by its supervision authority (FCA).

In striving to achieve its mission, the Company’s value proposition will include: the vast geography of the payment system participants, low commissions, favourable currency conversion rates, the ability to make transfers online 24/7 and other.

Shareholders: Delivering for the Company's shareholders ensures that the business continues to be successful in the long term and can therefore continue to deliver for all our stakeholders. The current sole shareholder is actively engaged on a full-time basis in the daily management and running of Remittance360 and this allows for complete transparency in operation.

Employees: The Company endeavours to have employees that are inspired and motivated. Regular training, including training in relation to customer due diligence and all aspects of AML, is provided to allow employees to perform their duties.

Partners and suppliers: Building strong relationships with payment partners and other suppliers enables the Company to obtain the best value, service and quality. The directors work hard to understand our supply chain and develop deeper and more strategic relationships with key suppliers. We recognize the importance of partner feedback and prioritize flexibility during the integration process. Partner due diligence is an integral part of the company’s day-to-day activities. In doing this we partner with industry leaders such as Dow Jones and Kroll to carry out checks. Risk based approach is used to tailor the amount of due diligence procedures according to country specific and other risks.

Impact of operations on the community and the environment: The Company's mission is oriented on global financial stability and sustainability, which it extends to the society and environment at large. The company is dedicated to having a positive environmental impact and accomplishes this on a day-to-day basis by adopting remote working, which minimizes the company's operational footprint. The Company hopes to lessen the effect people have on the environment by empowering customers to manage more of their financial lives electronically.

REMITTANCE360 LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

Maintaining a reputation for high standards of business conduct: The Company's most important commitment is to its clients, whose interests are represented by regulatory authorities such as the Financial Conduct Authority (FCA) and other industry organizations. The Company collaborates closely with these organizations to promote a healthy industry, and they keep in touch on a regular basis about issues such as company conduct, compliance, and sustainable business practices.

Acting fairly across stakeholders: The Company is committed to acting fairly and transparently with different stakeholder groups and individuals.

Likely consequences of any decision in the long term: When making decisions, the Board considers all of the interests articulated above. In addition to the immediate impact, these decisions consider the potential long-term impacts on different stakeholders.

On behalf of the board

F Ismail
Director
24 April 2026
REMITTANCE360 LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Results and dividends

No interim 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:

O Shchybun
Y Poluneev
(Resigned 1 October 2025)
M Niemkova
(Resigned 1 October 2025)
F Ismail
(Appointed 17 June 2025)
Auditor

JF Francis Ltd were re-appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Energy and carbon report

As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

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.

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.

REMITTANCE360 LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
On behalf of the board
F Ismail
Director
24 April 2026
REMITTANCE360 LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF REMITTANCE360 LTD
- 7 -
Opinion

We have audited the financial statements of Remittance360 Ltd (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the statement of financial position, 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.

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 as per the note 1.2 of accounting policies.

 

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 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:

REMITTANCE360 LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF REMITTANCE360 LTD (CONTINUED)
- 8 -
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 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.

 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. We designed procedures capable of detecting non-compliance with laws and regulations and irregularities, including fraud, through:

Our audit procedures were designed to respond to the identified risks relating to non-compliance with laws and regulations and irregularities (including fraud) that are material to the financial statements.

REMITTANCE360 LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF REMITTANCE360 LTD (CONTINUED)
- 9 -

Our audit procedures in relation to non-compliance with laws and regulations included, but were not limited to:

Discussing with the directors and management their policies and procedures regarding compliance with laws and regulations and reviewing correspondence with regulators and with solicitors; and

Our audit procedures in relation to irregularities and fraud included, but were not limited to:

Making enquiries of directors and management as to where they considered there was susceptibility to fraud, and whether they had knowledge of actual, suspected or alleged fraud; and

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management.

Because of these inherent limitations, 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. This 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. This 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/auditors responsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.

Frank Yiallouris (Senior Statutory Auditor)
For and on behalf of JF Francis Ltd, Statutory Auditor
Chartered Certified Accountants
Francis House
2 Park Road
Barnet
Herts
EN5 5RN
24 April 2026
REMITTANCE360 LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
Revenue
4
1,448,593
74,484
Cost of sales
(366,514)
-
0
Gross profit
1,082,079
74,484
Administrative expenses
(1,003,149)
(185,715)
Profit/(loss) before taxation
78,930
(111,231)
Tax on profit/(loss)
8
-
0
-
0
Profit/(loss) for the financial year
78,930
(111,231)

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

REMITTANCE360 LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
Non-current assets
Property, plant and equipment
9
22,681
-
0
Current assets
Safeguarded funds held
10,858,204
2,126
Trade and other receivables
11
471,585
399,799
Cash and cash equivalents
833,361
122,649
12,163,150
524,574
Current liabilities
Borrowings
15
105,000
-
0
Taxation and social security
30,592
563
Other payables
67,189
58,619
Safeguarded funds liability
10,858,204
2,126
Accruals and deferred income
95,415
-
0
11,156,400
61,308
Net current assets
1,006,750
463,266
Total assets less current liabilities
1,029,431
463,266
Non-current liabilities
14
-
0
(105,000)
Net assets
1,029,431
358,266
Equity
Called up share capital
19
1,109,228
531,228
Share premium account
20
118,292
118,292
Other reserves
14,235
-
0
Distributable retained earnings
(212,324)
(291,254)
Total equity
1,029,431
358,266
The financial statements were approved by the board of directors and authorised for issue on 24 April 2026 and are signed on its behalf by:
F Ismail
Director
Company registration number 12181797 (England and Wales)
REMITTANCE360 LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Share premium account
Capital Contribution Reserve
Retained earnings
Total
Notes
Balance at 1 January 2024
531,169
-
0
-
(180,023)
351,146
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
-
(111,231)
(111,231)
Issue of share capital
19
59
118,292
-
-
118,351
Balance at 31 December 2024
531,228
118,292
-
(291,254)
358,266
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
-
78,930
78,930
Issue of share capital
19
578,000
-
0
-
-
578,000
Capital Contribution Reserve
-
-
14,235
-
14,235
Balance at 31 December 2025
1,109,228
118,292
14,235
(212,324)
1,029,431
REMITTANCE360 LTD
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
2025
2024
Notes
Cash flows from operating activities
Cash generated from/(absorbed by) operations
28
142,278
(156,421)
Investing activities
Purchase of property, plant and equipment
(23,801)
-
0
Capital contributions from parent company
14,235
-
0
Net cash used in investing activities
(9,566)
-
Financing activities
Proceeds from issue of shares
578,000
118,351
Repayment of borrowings
-
0
105,000
Net cash generated from financing activities
578,000
223,351
Net increase in cash and cash equivalents
710,712
66,930
Cash and cash equivalents at beginning of year
122,649
55,719
Cash and cash equivalents at end of year
833,361
122,649
REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
1
Accounting policies
Company information

Remittance360 Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Unit 1306, Sierra Quebec Bravo, 77 Marsh Wall, London, E14 9SH.

 

The Company is a UK Authorised Electronic Money Institution ("AEMI"), FRN 901072. The company was set up to provide money remittance services (the core of the business model) and electronic money.

1.1
Basis of preparation

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in euros, which is the functional and presentational 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.

1.2
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that thetrue company has adequate resources to continue in operational existence for the foreseeable future.Thus, the director continues to adopt the going concern basis of accounting in preparing the financial statements. Also, the company meets the minimum Capital Adequacy requirement as per FCA regulations.

1.3
Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

 

Rendering of services

 

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

 

- the amount of revenue can be measured reliably;

- it is probable that the Company will receive the consideration due under the contract;

- the stage of completion of the contract at the end of the reporting period can be measured reliably; and

- the costs incurred and the costs to complete the contract can be measured reliably.

 

Subscription Income

 

The Company operates a subscription model for its customers in which customers are charged a fixed fee for access to its platform. For these services revenue is recognised on a time basis over the subscription period. Advances collected for future access to the platform are carried as deferred income.

 

Usage based income

 

Certain services within the Company are charged based on the level of activity that the customer generates at an agreed item price. For these services, revenue is recognised when the volume of transactions is processed.

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
1.4
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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

Fixtures and fittings
10% SLM
Computers
20% SLM

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

Depreciation is fully charged in the year of acquisition, with no depreciation recorded in the year of disposal.

1.5
Impairment of non-current assets

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

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.6
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.

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.7
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 statement of financial position 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

Basic financial assets, which include trade and other receivables 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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

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.

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.

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
Basic financial liabilities

Basic financial liabilities, including trade and other payables, 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 payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Subordinated debt. Subordinated debt can only be paid in the event of a liquidation after the claims of other higher priority creditors have been met. Subordinated debt is carried at amortised debt.

Derecognition of financial liabilities

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

1.8
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.

1.9
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 non-current 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.

 

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

1.10
Retirement benefits

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

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.11
Leases
As lessee

When the company acts as a lessor, a lease is classified as a finance lease whenever it transfers substantially all the risks and rewards of ownership of the underlying asset to the lessee, either at the end of the lease term or for the major part of the economic life of the asset. All other leases are classified as operating leases. If an arrangement contains both lease and non-lease components, the company allocates the consideration in the contract to the two elements.

1.12
Foreign exchange

Transactions in currencies other than euros 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.

1.13

Safeguarded Funds

The company maintains a policy of holding funds on behalf of its partners in segregated accounts and disclosed in the financial statements.

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.

There were no critical judgements made by the management that have a significant effect on the amounts recognized in the financial statements.

 

 

Critical judgement

 

Choice of the functional currency

 

The financial statements are prepared in Euro which is the functional currency of the company.

 

Several factors were considered when establishing the functional currency.

 

The company is set up to operate in the international environment with EUR being the most popular currency of payment transfers (the primary factor). Besides, the company is financed with EUR, keeps most its assets in cash EUR bank accounts (the secondary factor).

 

Even though there were significant costs in GBP in the previous two financial years, they are not material in relation to the EUR investment and anticipated revenue flow.

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 19 -

Transactions and balances

 

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the end of each month.

 

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

 

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges

3
Prior year adjustment

The comparative information in these financial statements has been restated from the figures as previously reported to amend errors in share capital and client safeguarding account which were identified following improvements in systems and enhanced data quality. The impact of this prior year adjustment is as follows:

 

- increase in share premium of €118,292

 

- decrease in ordinary share capital of €118,292

 

- increase in funds held on behalf of merchants of €2,126

 

- decrease in other receivables of €2,126

 

- increase in client liabilities of €2,126

 

- decrease in other payables of €2,126

 

This restatement has had no impact on net assets as previously reported.

4
Revenue

An analysis of the company's revenue is as follows:

2025
2024
Revenue analysed by geographical market
United Kingdom
854,138
22,984
European
546,775
51,500
Rest of the World
47,680
-
1,448,593
74,484
2025
2024
Other revenue
Commissions receivable
1,448,593
74,484
REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
For audit services
Audit of the financial statements of the company
10,314
-
0
For other services
All other non-audit services
2,592
3,622

The final audit, accountancy, and safeguarding fees shall be the sole responsibility of the parent company and will be settled accordingly.

6
Employees

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

2025
2024
Number
Number
6
3

Their aggregate remuneration comprised:

2025
2024
Wages and salaries
482,632
86,226
Social security costs
59,484
8,927
Pension costs
7,537
1,883
549,653
97,036
7
Directors' remuneration
Remuneration for qualifying services
195,844
86,226
Company pension contributions to defined contribution schemes
2,820
1,883
Compensation for loss of office
34,610
-
0
233,274
88,109

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 2).

 

An amount of €34,610 was compensated to a former Director for loss of office.

 

 

 

 

 

 

 

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
8
Taxation

The actual charge 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:

 

2025
2024
Profit/(loss) before taxation
78,930
(111,231)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
19,733
(27,808)
Tax effect of expenses that are not deductible in determining taxable profit
239
14
Tax effect of utilisation of tax losses not previously recognised
(17,384)
-
0
Unutilised tax losses carried forward
-
0
27,794
Permanent capital allowances in excess of depreciation
(2,588)
-
0
Taxation charge for the year
-
-

 

9
Property, plant and equipment
Plant and machinery etc
Cost
At 1 January 2025
-
0
Additions
23,801
At 31 December 2025
23,801
Depreciation and impairment
At 1 January 2025
-
0
Depreciation charged in the year
1,120
At 31 December 2025
1,120
Carrying amount
At 31 December 2025
22,681
At 31 December 2024
-
0
10
Financial instruments

There are no financial assets or liabilities at fair value through profit or loss.

 

The financial assets and liabilities at amortised cost are presented in these financial statements.

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
11
Trade and other receivables
2025
2024
Amounts falling due within one year:
Trade receivables
571
51,500
Other receivables
471,014
348,299
471,585
399,799
12
Safeguarded funds held

Safeguarded funds held of €10,858,204 (2024 - €2,126) as at year end.

The company holds monies on behalf of clients in accordance with the Electronic Money Regulations of its regulator, the Financial Conduct Authority. Included within creditors due within one year is the corresponding liability of monies owed back to clients of the Company.

13
Current liabilities
2025
2024
Other borrowings
15
105,000
-
0
Trade payables
67,189
2,190
Taxation and social security
30,592
563
Client Liabilities
10,858,204
2,126
Other payables
-
0
56,429
Accruals and deferred income
95,415
-
0
11,156,400
61,308
14
Non-current liabilities
2025
2024
Other payables
-
0
105,000

 

15
Borrowings
2025
2024
Loans from group undertakings and related parties
105,000
105,000
Payable within one year
105,000
-
0
Payable after one year
-
0
105,000

The interest-free loan from BLK Financial Group Ltd was settled subsequent to the year-end.

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
16
Safeguarded funds liability

Safeguarded funds liability of €10,858,204 (2024 - €2,126) as at year end.

 

The Company holds monies on behalf of clients in accordance with the Electronic Money Regulations of its regulator, the Financial Conduct Authority. Safeguarded funds held is the corresponding cash of monies owed back to clients of the Company.

17
FCA Capital requirements compliance

The Company met the capital adequacy requirement by increasing the share capital in the year (Note 19).

18
Retirement benefit schemes
2025
2024
Defined contribution schemes
Charge to profit or loss in respect of defined contribution schemes
7,537
1,883

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.

 

19
Called up share capital

The company share capital issued and fully paid at the end of the period was €1,227,519 and was translated into GBP by using the spot rate of 1.1328. The value of share in GBP was £1,083,615 divided by 19,238 ordinary shares of £56 each inclusive of share premium. The shares were issued and allotted at par and paid up in Euro.

 

During the period 9,767 ordinary share was allotted with nominal value £50 and total value of £488,350.

 

The shareholder's liabilities for capital injection and their settlement were measured using spot rate of EUR/GBP published at investing.com at the date of payment.

 

The holders of ordinary shares is entitled to receive dividends as declared from time to time and is entitled to one vote per share at meetings of the company. All ordinary shares rank equally with regard to the company's residual assets.

20
Share premium account
2025
2024
At the beginning and end of the year
118,292
118,292
REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
21
Capital Contribution Reserve
2025
2024
At the beginning of the year
-
-
Other movements
14,235
-
At the end of the year
14,235
-

The capital contribution reserve represents non-refundable contributions made by the Company’s sole shareholder, BLK Financial Group Ltd. These contributions are not repayable, do not bear interest, and have not resulted in the issue of shares.

 

22
Client E-Money issued

As at 31 December 2025, the company held EUR 10,858,204 separately in designated client money accounts in accordance with FCA requirements.

23
Operating lease commitments
As lessee

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

2025
2024
Total commitments
223,166
14,750
24
Events after the reporting date

The following non-adjusting events have occurred since 31 December 2025.

 

25
Related party transactions

The company's key management personnel are considered to be the directors. Two of the directors were remunerated during this period as detailed in Note 8.

 

Shareholders funds at the beginning of the period was €NIL.

 

 

26
Directors' transactions

No dividends were paid in the period in respect of shares held by the company's directors.

 

 

 

REMITTANCE360 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
27
Parent company

Control of the company changed on 25th January 2025. The company's immediate parent undertaking is BLK Financial Group Ltd, a company incorporated in Republic of Cyprus and registered at Spyrou Kyprianou Avenue 67, 3rd Floor, Mesa Geitonia, 4003, Limassol, Cyprus.

 

The ultimate controlling party is Mr. P Gorinsek.

 

 

28
Cash generated from/(absorbed by) operations
2025
2024
Profit/(loss) after taxation
78,930
(111,231)
Adjustments for:
Depreciation and impairment of property, plant and equipment
1,120
-
0
Movements in working capital:
Increase in funds held on behalf of merchants
(10,856,078)
(2,126)
Increase in trade and other receivables
(71,786)
(27,045)
Increase/(decrease) in trade and other payables
134,014
(18,145)
Increase in client liabilities
10,856,078
2,126
Cash generated from/(absorbed by) operations
142,278
(156,421)
29
Analysis of changes in net funds
1 January 2025
Cash flows
31 December 2025
Cash at bank and in hand
122,649
710,712
833,361
Borrowings excluding overdrafts
(105,000)
-
(105,000)
17,649
710,712
728,361
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