The directors of DECTA Limited ("the Company") present the strategic report for the year ended 31 December 2025.

The principal activity of DECTA Limited is that of providing acquiring services for merchants. The Company has been authorised as an electronic money institution and regulated by the Financial Conduct Authority since 2016. The Company is a principal member of Mastercard, Visa, SWIFT and SEPA. Regulatory status and further information are listed on the regulator's website: https://register.fca.org.uk/s/firm?id=001b000003JgscoAAB.

The Company's main goal is to provide flawless solutions for businesses to accept and remit electronic payments thus offering its end-clients a comfortable payment process and facilitating their business to grow and expand.

Within past years DECTA Limited successfully identified its main service offerings to consist of electronic commerce payment acquiring and white label card issuing services. Visa and Mastercard payment schemes were chosen as main partners for both the Company's offered services. Due to heavily growing demand for payment acquiring in the UK and Europe and businesses continually increasing its presence in Internet, it was decided to choose payment acquiring service as a main focus for the Company in the short term. However, one of the DECTA Limited goals is to achieve better diversification both in client portfolio (number of clients and proportion of revenues against total company revenues) and in terms of number of products offered.

One of the Company's main business-level strategies is to gain a competitive advantage in terms of value and offered service quality by applying vertical integration and strategic outsourcing.

During previous years DECTA Limited was demonstrating positive growth in different business verticals. The core strategy principles are not changing, the Company continues to diversify merchant portfolio as defined by the product market fit and local demand.

DECTA Limited is focused on medium to large size merchants and partnering with other Financial Institutions. While this focus is still part of the Company’s overall strategy, it is now also looking to support established SMEs in the United Kingdom as a means of growing the brand and supporting its diversification efforts. Being Principal member of Visa Europe and Masterсard Worldwide with in-house processing platform DECTA provides full range of payment card related services to FI's offering banking accounts.

The Company continues to focus on building strong and lasting direct relations with clients, ensuring a clear vision of customer business needs. By maintaining flexibility in developing unique solutions, meeting customer requirements and expectations in a timely manner and fostering the continuous growth of highly experienced team capable of advising on balanced approach and supporting safe customer volume expansion, DECTA Limited achieved a 24% increase in gross profit compared to 2024.

DECTA Limited successfully assess and enters new market verticals by developing and implementing specialized products that would suite a specific niche of the business, enabling merchants to optimize payment flows. This includes not only the technical product considerations, but also a thorough evaluation of the regulatory implication and commercial viability.

In order to diversify its UK service offering, DECTA Limited established a dedicated Business Development team focused on payment infrastructure services, including acquirer and issuer processing. The underlying technology platform and customer contracts for these services are provided by DECTA SIA, an affiliated entity within the DECTA group of companies, with DECTA Limited acting as the UK-based commercial interface and relationship manager. This structure enables the entities to leverage established processing infrastructure while maintaining appropriate regulatory and operational separation. The successful execution of this strategy will contribute to revenue growth and further strengthen the DECTA brand as an integrated end-to-end payments provider.

The focus of the business remains to achieve the right balance between continuing to meet the needs and expectations of our customers, shareholders and other stakeholders while making sufficient profit to support growth plans, by controlling our costs and managing our cash efficiently.

The Company's continuous and ongoing investments in service offering and focus on innovation in payments have ensured that it is well-placed to benefit from the underlying growth in the international online payments market and is able to meet the changing demands of both existing and prospective clientele. As an achievement of 2025, it's important to mention the implementation of new functions and services, like development of additional functionality within the gateway or, the addition of new APMs, the development of the Company's partner portfolio to extend its offering and a general re-alignment of its commercial offering to its client base. Thus, the Company continues to develop its services in alignment with the demands of the market and optimise its offering for its current merchants and partners.

With a generally weak economy in the UK throughout 2025, greatly affecting of both consumers and businesses, The Company still delivered an acceptable financial performance and the financial results of 2025. Consistent progressing in business activities (mainly acquiring services) and increase of customer portfolio has helped compensate for the financial downturn that has restricted the available income of consumers, and therefore their spending online, and the Company's strong commercial offering has helped support merchants that require a more cost-effective payment solution. The Company also continued to invest in the growth of its staff and resources despite the economically challenging times throughout the UK.

Turnover of the Company in 2025 has increased by 19% to £45,415,391 from £38,020,270. Net assets also have been increased to £9,470,115 from £7,584,168.

The Company management decided to further increase the number of staff in order to provide even better services to the growing number of customers.

• Further development of the DECTA Limited staff is planned for 2026 to support a strategy focused on generating greater brand recognition, diversification of the business's portfolio and increasing revenues through activities such as Greater involvement with UK based associations & events

• Regional support for local UK markets

• Additional investment into local marketing, PR campaigns and attendance at local trade shows

• Aggressive positioning and promotion of DECTA Limited's services, targeting low & mid risk merchants in a broad range of verticals for DECTA Limited’s acquiring services

• Continuing to partner with other FIs

• Further investment in alternative payment solutions for merchant

• Establishment of a technology division of the UK Sales Team.

All activities conducted by the DECTA Limited staff is, and will continually be, reviewed to ensure it is in alignment with its Regulatory & Scheme obligations and the expectations of the business, its investors and its customers.

These activities, coupled with DECTA Limited's continual development of its technology and product offering, are expected to provide additional opportunities for the business to develop.

The board reviews and approves the annual budget. In addition to reviewing performance against budget on a monthly basis, the board has established KPIs indicated below. Such KPIs are used by management to monitor performance on a regular basis.

Key KPI's the Company uses are as follows:

The Directors of the Company are highly satisfied with the Company performance in the year 2025. DECTA Limited has achieved most of its strategic objectives and is continuing to operate accordingly.

The directors identified several risks which may affect the Company's ability to deliver its strategic goals.

DECTA Limited seeks to minimise its exposure to external financial risks. The Company is exposed to various financial risks, including currency exchange rate fluctuations as the Company operates internationally, and a significant part of financial services is being provided in foreign currencies: EUR, USD and others. Another major risk of adverse AML deficiencies in DECTA operations is adequately mitigated by comprehensive measures including an external audit which the Company has undergone successfully. Concentration risk is minimized by strict controls of portfolio diversification in terms of industries and also major customers served by the Company. In order to properly mitigate operational risks, DECTA has a combination of various controls in place, both internal and external, aimed at the elimination of possible threats to DECTA's operations. As a core element in its risk policy, DECTA applies a weighted assessment of calculated risk factors in a continuously systematic manner.

The Company directors manage these risks and have a reasonable expectation that DECTA Limited maintains adequate resources to minimise the negative impact on its financials.

The Company, being a regulated firm in the UK and accepting customers from different EU countries faces some uncertainty in regard to changing regulatory requirements in those countries. Some of the Company's accounts may be independently regulated by the appropriate regulating authorities in the jurisdictions they are based. Therefore, as part of its legal and regulatory compliance, the Company faces the challenge of reacting and quickly implementing different legal and regulatory changes. Besides that, DECTA Limited along with its clients must comply with all applicable money-laundering rules and legislation.

The Company as a whole has a risk appetite set down, documented and agreed by the Board. To ensure that this appetite is adhered to in terms of customer risk, the MLRO is responsible for assessing each area of the business to ensure that the AML /CTF policies are appropriate to mitigate any risk posed by, but not limited to, the following: new customers, new jurisdictions, new products and services, Existing customers, Existing jurisdictions, Existing products and services. All of the Company's clients undergo rigorous bank-grade KYC processes in line with regulatory requirements and are fully identified both from personal individuals and business models' perspectives.

The incoming payments flow to the DECTA's accounts comes from Visa and Mastercard (this is the money we should pay to our customers) and subsequently, outward payments are our settlements with our clients for the payments that we have collected via their websites on their behalf. So in terms of AML, this is a rather low-risk settlement business: DECTA always pays money to the one who owns it, and they are always UK/EU bank account holders (duly identified and monitored in their home banks), on top of which DECTA applies its own AML/CFT/KYC policies when on-boarding and operating with every one of them.

DECTA Limited applies a risk-based approach to manage the risks presented by the business, in line with the current FCA regulations and JMLSG guidance. The Company uses the Three Lines of Defense model for handling compliance risks - management control is the first line of defense, risk control and compliance oversight functions established by management is the second line of defense, and independent assurance is the third. Each of these three "lines" plays a distinct role within the DECTA's wider governance framework.

In the day-to-day activity, the Company also relies on the use of technology (third-party) for compliance monitoring in order to mitigate from occurring, even the possibility of any non-compliance.

Credit Risk

At present, the company's primary credit risk is with its customers in respect of deposits and bank balances and with its Banks. The Directors have assessed this risk and consider it to be at a low level in view of the strength of the financial strength of the counterparties.

Liquidity Risk

The company does not consider it has a high level of liquidity risk in view of the level of capitalization required by the Financial Conduct Authority and the policy of the Directors not to take on obligations unless there is a source of finance to satisfy those obligations.

Foreign Currency Risk

The company's principal foreign currency exposures arise from trading with overseas companies. Company policy permits but does not demand that these exposures may be hedged in order to fix the cost in sterling. The company accrues its revenues in all major currencies thereby bypassing the necessity to apply foreign exchange rates when committing to any material payments in foreign currency. The company's liabilities towards its customers are predominantly in the same currency as the cash inflows, which again eliminates any currency risk when settling with DECTA customers. With regards to everyday payments for smaller amounts, in view of the size of these deposits and the strength of these currencies, this is not presently considered to be an unacceptable risk.

Bank concentration risk

The Company has a policy of holding cash and cash equivalents spited between couple of credit institutions. Percentage of cash and cash equivalents held in a single credit institution shouldn't exceed 60%.

The directors of the company have acted in a way that they consider, in good faith, would most likely promote the success of the company for the benefit of its shareholders, employees and customers as a whole, and in doing so, the directors have considered (amongst other matters):

• the likely consequences of any decision in the long term,

• the interest of the company's employees,

• the need to foster the company's business relationships with customer and others,

• the impact of the company's operations on the community and environment,

• the desirability of the company maintaining a reputation for high standards of business conduct, and

• the need to act fairly among shareholders, employees and customers of the company.

As per Section 172 of the Companies Act 2006, a director of a company must act in the way he or she considers, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:

• the likely consequences of any decision in the long term.

• the interests of the company's employees.

• the need to foster the company's business relationships with suppliers, customers and others.

• the impact of the company's operations on the community and the environment.

• the desirability of the company maintaining a reputation for high standards of business conduct; and

• the need to act fairly between members of the company.

The Directors work closely with Compliance and undergo regular update to ensure they act in the best interest of the business and are following conduct rules consistently. The Directors are in regular dialogue with their shareholders to assess and align the Groups strategic direction and activities. The Directors see material value in the Group aligning with Group's strategic direction where they are satisfied that this does not materially conflict with the Groups legal or regulatory obligations.

The Directors meet regularly and are collectively responsible for ensuring that the Company's operations are aligned to the Group strategy, regulatory compliance requirements and good governance practices, including how the Company will act fairly with all stakeholders.

The Directors and Senior Managers, who hold a key role, are held accountable and assume the below additional responsibilities:

• The Directors are responsible for the setting and implementation of the Risk Management Framework (RMF) that strives for a robust, consistent and disciplined management of risk with the aim of facilitating the achievement of the Company and Group's corporate vision and strategic objectives.

• Take reasonable steps to ensure the business of the firm is controlled effectively. The Directors ensure an audit trail is available for key decisions taken and any decisions made are in the best interests of clients. Information is only stored for the appropriate length of time and technological system updates are given a high priority to ensure accuracy and security of data is not compromised.

• Take reasonable steps to ensure the business of the firm complies with the relevant requirements and standards of the regulatory system. The Directors constantly review and monitor key areas of the business and seek advice from internal and external consultants when necessary.

• Take reasonable steps to ensure any delegation of responsibilities is an appropriate person and oversee the discharge of the delegated responsibility effectively. The Directors push for professional growth and development for all employees and encourage staff to think independently, without heavily relying on senior management where possible. The Directors are regularly updated on employee performance and ensure this is reflected in their remuneration.

The Directors always consider the views and interests of a wider set of stakeholders and address the requirements above as follows.

Long Term Considerations

The Directors understand that the future success of the business is built around long-term strategies and potential consequences need to be recognised alongside any risks. Any risks are required to be managed effectively, with processes in place to handle immediate term and long-term implications, allowing the business to continue to operate.

Company Employees

The Directors recognise that the employees are the Company's greatest asset. We are therefore committed to investing in our employees' personal and professional development. We offer a selection of rewards, benefits and training to ensure our employees are recognised for their efforts whilst ensuring their health and wellbeing are maintained. ·

Business Relationships

Conducting business with integrity, respect and diligence is essential for all our stakeholders. The Directors have put in place specialised teams to ensure conduct rules are followed during daily business interactions, whilst complying with all relevant regulatory standards. We constantly monitor employee performance through meetings with managers to ensure a reliable and accurate service is being provided to stakeholders.

Regulatory Relationships

The Company is authorised and regulated in the UK by the FCA, who supervise the Company through periodic and ad-hoc reporting requirements. This ensures the financial performance, position and capital adequacy of the Company is within the requirements set out by the FCA. Through a dedicated Compliance team, the Directors have adapted the business to ensure strong compliance with the regulatory environment.

The Company's capital adequacy position is managed and monitored in accordance with FCA's Investment Firm Prudential Regime (IFPR) from 1st January 2022. (It previously monitored its prudential requirements in accordance with the FCA's BIPRU rules and EU Capital Requirement Directive Ill.) The Company has established processes and controls in place to monitor and manage its capital adequacy position in accordance with the FCA's Internal Capital and Risk Assessment (ICARA) process (previously the ICAAP). This ensures the Company maintains a strong capital base to support the development of its business, it can continue to operate as a going concern and complies with relevant FCA rules and guidance.

Suppliers and Customers

Suppliers are key to ensuring that the Company meets the high standards of behaviour expected by its stakeholders. Active supplier management is maintained and reviewed within departments to support the delivery of the best goods and services. The Company's current policy on payment to trade creditors is to pay in accordance with the Company's contractual and other legal obligations.

Extensive due diligence checks are carried out on potential customers, and once they are onboarded, the Company works closely with them to provide the highest level of service. The Directors remain dedicated to forging and preserving good relationships with customers, as this is crucial to the Company's success.

Community and Environment

The Company encourages its employees to use public transport, carpool and telecommute to reduce emissions from commuting and minimise travel with a hybrid working scheme. The Company has implemented waste reduction measures, such as reducing the number of packaging materials our employees use, providing an office environment where recycling is easy and accessible, and utilising workflows that favour digital communication and documentation.

We expect the same environmentally friendly standards from all our contractors, suppliers and other business partners.

Shareholders

Regular communication is maintained with shareholders through direct engagement by the Directors in the form of meetings and emails. The shareholders are involved in all matters of strategic importance, including financial performance, risks and opportunities, with an understanding and support of the long-term sustainability of the business and the interests of the wider set of stakeholders.

On behalf of the board

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

The principal activity of the company continued to be that of e-money institution.

The results for the year are set out on page 14.

Dividends paid during the year ended 31 December 2025 were as follows:

Ordinary A £1 shares £4,007,220.

Ordinary B €1 shares NIL

The total distribution of dividends for the year ended 31 December 2025 was £4,007,220.

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

There are no matters to report.

The directors are confident about the Company's progress and believe the company is well placed to make further progress during the coming year.

The auditor, Fisher, Sassoon & Marks, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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.

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:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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.

We have audited the financial statements of DECTA Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and Notes to the Financial Statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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.

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:

• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

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:

• adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

• the financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors' remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

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.

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.

Extent to which the audit was considered capable of detecting irregularities including fraud

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

• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

• we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the financial services sector;

• we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Financial Conduct Authority (FCA), Companies Act 2006, taxation legislation, data protection, anti-bribery, anti-money-laundering and employment legislation;

• we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

• making enquiries of management as to where they considered there was susceptibility to fraud, their

• knowledge of actual, suspected and alleged fraud;

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

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

To address the risk of fraud through management bias and override of controls, we:

• performed analytical procedures to identify any unusual or unexpected relationships;

• tested journal entries to identify unusual transactions;

• assessed whether judgements and assumptions made in determining the accounting estimates as set out in note 3 were indicative of potential bias; and

• investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

• agreeing financial statement disclosures to underlying supporting documentation;

• reading the minutes of meetings of those charged with governance;

• agreeing financial statement disclosures to underlying supporting documentation;

• reading the minutes of meetings of those charged with governance;

• enquiring of management as to actual and potential litigation and claims; and

• reviewing correspondence with HMRC, relevant regulators including the FCA and reviewing the company's compliance monitoring procedures and findings.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or through collusion.

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

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

DECTA Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1 King William Street, London, EC4N 7AF.

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 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.

Financial reporting standard 102 - reduced disclosure exemptions

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

The financial statements of the company are consolidated in the financial statements of AS Rietumu Holding. These consolidated financial statements are available from (https://www.lursoft.Iv).

Preparation of consolidated financial statements

The financial statements contain information about DECTA Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover represents the consideration received or receivable from the merchants for services provided. The key revenue streams the company reports are as follows:

A. Transaction service charges: These relate to services provided to process transactions between the customer and an acquiring bank, which is a bank that accepts card payments from the card-issuing banks. The revenue from this stream is recognised when the transactions are successfully completed and is recognised on a per transaction basis.

B. Processing fees: These relate to charges for each transaction for providing the gateway services.

Cost of sales

Cost of sales consist primarily of fees from cardholder banks for the provision of services to accept card-based transactions (interchange fees) and fees charged by card schemes (e.g. Mastercard and VISA) to provide the functionality necessary to allow the processing of transactions (scheme fees). These fees arise and are recognised on each transaction processed and, as a consequence, in the same period as related revenue (being the transaction’s service charge).

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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

Tangible fixed assets 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:

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.

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.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible 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.

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.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

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.

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.

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.

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.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, 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.

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.

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

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.

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

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.

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

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.

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.

The following estimation has had the most significant effect on amounts recognised in the financial statements:

Judgement is required to determine the appropriate valuation of fixed asset unlisted investments. Management carry out an impairment review at each reporting date to assess whether there are any factors present which indicate the carrying value of the investment might have been impaired.

The directors do not consider there any other critical judgements or key sources of estimation uncertainty involved in the preparation of the company's financial statements.

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

Their aggregate remuneration comprised:

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

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

The company holds 100% of B ordinary shares in DECTA SIA, a fellow group undertaking which represents 72% of the issued share capital in the company. The A ordinary shares are held by AS Rietmutu Holding which has financial operational control over DECTA SIA. The B ordinary shares have restricted voting rights such that the investment is not deemed to be a subsidiary or associate of the company.

The company holds 210,000 ordinary shares of €1 each in Decta Limited (Ireland) which represents a minority shareholding of 9.01% in the issued share capital of the company.

Also, the company holds 120,000 ordinary shares of €1 each in DECTA Limited (Cyprus) which represents a minority shareholding of 8.76% in the issued share capital of the company.

The current asset investment is a Euro to British Pound Futures Contract to hedge currency risk.

The Company has drawn a loan of EUR 10,000,000 from AS Rietumu Bank. The loan is repayable by March 26, 2028 and carries an interest rate of 5.5%. The Company has pledged, in favor of AS Rietumu Bank, its own assets, including all movable tangible and intangible things belonging to the Company and in the future (including all existing and future claims of the Company). The commercial pledge secures the claims of DECTA Limited and it's fellow group undertaking company DECTA SIA. The maximum amount secured under the pledge is EUR 36,000,000.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

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.

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:

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

At the year end the company owed £545,936 (2024: £625,014) to DECTA SIA, a fellow group undertaking registered in Latvia. The company uses the services of DECTA SIA for the provision of payment processing services.

The company has taken advantage of the exemption in Financial Reporting Standard 102 Section 33.1A "Related Party Disclosures", not to disclose transactions with other members of the group on the grounds that 100% of the voting rights are controlled within the group.

The company is a wholly owned subsidiary of AS Rietumu Holdings a company registered in Latvia. The accounts of AS Rietumu Holdings are publicly available at Lursoft, Matisa Street 8, Riga, LV-1001, Latvia (http://www.lursoft.Iv).

There are no matters to report.

The company holds client money in respect of electronic money services. Such monies and corresponding amounts due to clients are not shown on the face of the balance sheet as the Company is not beneficially entitled thereto. In accordance with regulatory requirements, all client cash is segregated and reconciled on a daily basis.