Talkremit Ltd

	Page
Strategic Report	1—2
Directors' Report	3—4
Independent Auditor's Report	5—8
Statement of Comprehensive Income	9
Balance Sheet	10
Statement of Changes in Equity	11
Notes to the Financial Statements	12—17

The directors present their strategic report for the year ended 31 December 2024.

Review of the Business

At the core of the Company's value proposition is its ability to move customers' funds fast and at low cost. This is achieved by integration with payment gateways in UK, EEA and North America and integrations with pay-out partners in destination countries. Customers can fund transfers using a credit/debit card, bank transfers or by topping up an electronic wallet (ewallet) by means of the group issuing the customer with electronic money and storing it in their e-wallet. Once funds have been collected the Group can offer immediate pay-out in the customer's destination country to either bank account, mobile wallet or at a cash pickup location. The Group has a combinaton of credit agreements and pre-funding balances with pay-out partners to allow immediate settlement to beneficiaries.

During the year the Group has continued its focus on product improvement and investing in its technical platform, but with the advances achieved in that field, there has been a significant expansion of its marketing activities to raise brand awareness, better coverage of geographical areas and to create new partnerships.

Principal Risks and Uncertainties

The key risks and uncertainties facing the group are:

Competitor risk: Failure to compete with competitors on areas including price, product range, quality and service could have an adverse effect on the Group's financial result. Price and cost pressure would affect the Group's margin and ability to cover overhead costs;

Regulatory risk: Failure to maintain relevant licenses or compliance with regulatory requirements would force the Group to

cease service offerings to customers;

Payment access risk: The Group operates in an industry perceived as high risk by banks and payment providers. Loss of key partners such as banks through unwarranted de-risking and authorised credit institutions for safeguarding of client funds might have a severe impact on the Group's trading operations;

Fraud/Cyber Security risk: The Group is dedicated and determined to mitigate issues relating to money laundering and the

financing of terrorism and the Group has effective processes and routines to manage this risk.

Sanctions risk: The Group monitors sanctions imposed on countries and individuals to ensure any sanctions are not broken. Breaking sanctions regulations would have regulatory and reputational risks.

Financial key performance indicators

The Board monitors the Company’s progress against its strategic objectives and the financial performance of its operations on a regular basis. Performance is assessed against the strategy, budgets and forecasts using financial and non-financial measures.

	2024	2023	2022	2021
Remittance turnover	1,797,162	1,342,735	1,175,802	1,156,217
Profit/(loss) for the period	385,743	472,490	-	-

Other key performance indicators

The Group has a digital-only offering and is closely monitoring KPI's such as new registration, transaction frequency and average transaction value through the Group's monitoring systems. Since Paid Marketing is one of the Group's drivers in terms of Remittance Volumes and traction of new customers the attention on KPI's such as Customer Acquisition Cost and improving Conversion and Retention rates is key.

Climate Change

The Board monitors the potential impact of climate change on the business, but there are not expected to be any major detriments in the short to medium term. The main impact is energy use in the offices and limited air travel.

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Talkremit Ltd

Strategic Report (continued)

For The Year Ended 31 December 2024

Section 172(1) Statement

Section 172 of the Companies Act 2006 requires those charged with governance to act in the manner they consider, in good faith, would be most likely to promote the success of the Group for the benefit of its stakeholders. As part of their deliberations and decision making process, the directors have taken into account the following:

The likely consequences of any decision in the long term;
The interests of the Group's employees;
The need to foster the Group's business relationships with suppliers, customers and others;
The impact of the Group's operations on the community and the environment;
The desirability of the Group maintaining a reputation for high standards of business conduct; and
The need to act fairly between members of the Group.

The directors have considered stakeholders to include those who work for and with them, invest in them, regulate them, and live in the societies they serve. Careful consideration has been given to the factors set out above in discharging their duties under Section 172. It is recognised that building strong relationships with stakeholders will help to deliver the Group's business objectives. The directors are committed to effective and fair engagement with all stakeholders.Depending on the issue in question, the relevance of each stakeholder group may differ and, as such, as part of the engagement with stakeholders, the relative interests and priorities of each group are considered. It is acknowledged however that not every decision made will necessarily result in a positive outcome for all stakeholders.

On behalf of the board

Mr Mohamed Omar

Director

01/05/2026

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Talkremit Ltd

Company No. 10283207

Directors' Report For The Year Ended 31 December 2024

Directors' Report

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

Principal Activity

Talkremit is a Fintech provider of digital remittance services offering peer to peer international payment services between private individuals both online and via agents using the Company’s in-house developed money transfer platform or mobile app. The primary focus of specialising in cross-border remittances is serving customers located in the UK, EEA and North America who want to make fast and cost-efficient money transfers to the EMEA and APAC. The Company was founded in 2016 and regulated by the UK Financial Conduct Authority (FCA) as an authorized electronic money institution (EMI) and payments service provider (PSP). The in-house developed platform is designed to help people all over the globe to send money to each other without excessive fees.

Directors

The directors who held office during the year were as follows:

Mr Mohamed Omar

Mr Saeed Dualeh

Going concern

In assessing the Company's ability to continue as a going concern, the directors have considered the liquidity position and reviewed cash flow forecasts and projections. They have reasonable expectation that the company has adequate financial resources to continue in operational existence for the foreseeable future.

The company also has the support of its parent company, the ultimate controlling party, and a related entity which has provided the vast majority of its funding to date. The related entity has confirmed that it will not require repayment of the debt until the company has the resources to repay it and has confirmed its ongoing support for a period of 12 months from the date the financial statements are signed.

As a result, the directors believe that the Company is well placed to manage its business risks successfully and meet its liabilities as they fall due. The Company therefore continues to adopt the going concern basis in preparing its financial statements.

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, the Directors' 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, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', 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 the financial statements the directors are required to:

select suitable accounting policies and then apply them consistently;
make judgments and accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards, comprising FRS102, have been followed subject to any material departures disclosed and explained in the financial statements;
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.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Statement of Disclosure of Information to Auditors

In the case of each director in office at the date the Directors' Report is approved:

so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.

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Talkremit Ltd

Directors' Report (continued)

For The Year Ended 31 December 2024

Independent Auditors

The auditors, TC Group, have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.

On behalf of the board

Mr Mohamed Omar

Director

01/05/2026

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Independent Auditor's Report

to the Members of

Talkremit Ltd

Independent Auditor's Report

Opinion

We have audited the financial statements of Talkremit Ltd for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes of Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

In our opinion the financial statements:

give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit/(loss) 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 entity's ability to continue as a going concern for a period of at least 12 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.

Emphasis of Matter

Uncertainty relating to insurance claim

We draw attention to Note 14 to the financial statements, which describes a claim of £2.1 million arising from money transfer errors occurring both before and after the year-end and the related insurance claim submitted by the Group.

As explained in the note, the insurers have indicated that they do not consider the claim to be covered under the policy. The Group has formally challenged this position, and the insurers are currently reviewing the matter. The outcome remains uncertain at the date of our report.

Our opinion is not modified in respect of this matter.

Other Information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, 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 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.

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Independent Auditor's Report (continued)

to the Members of

Talkremit Ltd

Opinions on Other Matters Prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on Which We Are Required to Report by Exception

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

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

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 or 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.

Responsibilities of Directors

As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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.

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Independent Auditor's Report (continued)

to the Members of

Talkremit Ltd

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

The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.

Our approach was as follows:

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations;

We considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK;

We considered the nature of the industry, the control environment and business performance, including the key drivers for management’s remuneration;

We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;

We considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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

Use Of Our Report

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

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Independent Auditor's Report (continued)

to the Members of

Talkremit Ltd

Michael Marcus FCA FCCA (Senior Statutory Auditor)

for and on behalf of TC Group , Statutory Auditor

01/05/2026

TC Group

First Floor, Spitalfields House

Stirling Way

Borehamwood

Hertfordshire

WD6 2FX

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Talkremit Ltd

Statement of Comprehensive Income

For The Year Ended 31 December 2024

Statement of Comprehensive Income

		2024	2023
	Notes	£	£
TURNOVER	3	1,797,162	1,342,735
Cost of sales		(1,010,693 )	(585,519 )

GROSS PROFIT		786,469	757,216

Administrative expenses		(400,777 )	(283,052 )

OPERATING PROFIT	4	385,692	474,164
Other interest receivable and similar income	8	51	-

PROFIT BEFORE TAXATION		385,743	474,164
Tax on Profit	9	-	(1,674 )

PROFIT AFTER TAXATION BEING PROFIT FOR THE FINANCIAL YEAR		385,743	472,490
OTHER COMPREHENSIVE INCOME FOR THE YEAR		-	-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR		385,743	472,490

The notes on pages 12 to 17 form part of these financial statements.

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Talkremit Ltd

Balance Sheet

As At 31 December 2024

Balance Sheet

Registered number: 10283207

		2024		2023
	Notes	£	£	£	£
FIXED ASSETS
Investments	10		59		59

			59		59
CURRENT ASSETS
Debtors	11	5,635,640		3,793,073
Cash at bank and in hand		973,043		762,503

		6,608,683		4,555,576
Creditors: Amounts Falling Due Within One Year	12	(5,400,346 )		(3,732,982 )

NET CURRENT ASSETS (LIABILITIES)			1,208,337		822,594

TOTAL ASSETS LESS CURRENT LIABILITIES			1,208,396		822,653

NET ASSETS			1,208,396		822,653

CAPITAL AND RESERVES
Called up share capital	13		349,001		349,001
Profit and Loss Account			859,395		473,652

SHAREHOLDERS' FUNDS			1,208,396		822,653

The financial statements were approved by the board of directors on 1 May 2026 and were signed on its behalf by:

Mr Mohamed Omar

Director

The notes on pages 12 to 17 form part of these financial statements.

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Talkremit Ltd

Statement of Changes in Equity

For The Year Ended 31 December 2024

Statement of Changes in Equity

	Share Capital	Profit and Loss Account	Total
	£	£	£
As at 1 January 2023	349,001	1,162	350,163
Profit for the year and total comprehensive income	-	472,490	472,490

As at 31 December 2023 and 1 January 2024	349,001	473,652	822,653


Profit for the year and total comprehensive income	-	385,743	385,743

As at 31 December 2024	349,001	859,395	1,208,396

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Talkremit Ltd

Notes to the Financial Statements

For The Year Ended 31 December 2024

Notes to the Financial Statements

1. General Information

Talkremit Ltd is a private company, limited by shares, incorporated in England & Wales, registered number 10283207 . The registered office is 20 Eastbourne Terrace, London, W2 6LG.

The principal activity is the provision of electronic money and payment services.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

2.2. Financial Reporting Standard 102 - Reduced Disclosure Exemptions

the requirements of Section 7 Statement of Cash Flows and Section 3 Financial Statement Presentation paragraph 3.17 (d).

the requirements of Section 7 Statement of Cash Flows and Section 3 Financial Statement Presentation paragraph 3.17 (d)
the requirement of Section 3 Financial Statement Presentation paragraph 3.17(d)
the requirements of Section 33 Related Party Disclosures paragraph 33.7

This information is included in the consolidated financial statements of Talkremit Group Holdings Limited as at 31 December 2024 and these financial statements may be obtained from its registered office at 20 Eastbourne Terrace, London, W2 6LG.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. These financial statements present information about the company as an individual entity and not about its group.

2.3. Going Concern Disclosure

2.4. Significant judgements and estimations

In the application of the Company’s accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. Management considers there to be one area of estimation uncertainty and significant judgement, relating to the recoverability of intercompany debtors.

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Talkremit Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

2.5. Turnover

The main trading income for the company is made up of transaction fees and FX profit margins made on the transactions and remittances completed in the year.

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 transaction incurred to provide services is recognised in the period in which the services are provided 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;
the costs incurred and the costs to complete the transaction can be measured reliably.

2.6. Investments

Investments in subsidiaries are recognised at cost less impairment. Investments are regularly reviewed for the applicability of any impairment.

2.7. Cash and Cash Equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.

2.8. Financial Instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from bank and other third parties, loans to and from related parties and investments in ordinary shares.

2.9. Foreign Currencies

Functional and presentation currency

The company's functional and presentational currency is GBP.

Transactions and balances

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

2.10. Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.11. Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

3. Turnover

Analysis of turnover by class of business is as follows:

	2024	2023
	£	£
FX profit margin at remittance	1,797,162	1,342,735

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Talkremit Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

4. Operating Profit

The operating profit is stated after charging:

	2024	2023
	£	£
Bad debts	54,069	23,301
Research and Development Costs	53,502	89,766

5. Auditor's Remuneration

Remuneration received by the company's auditors and their associates during the year was as follows:

	2024	2023
	£	£
Audit Services
Audit of the company's financial statements	45,000	48,500


Other Services
Auditing accounts of associates	55,000	25,000

Audit fees for associated companies relate to the audit of the parent company, Talkremit Group Holdings Limited and group company TR Technologies Limited.

The Company claims the exemption not to disclose amounts paid for non audit services to the auditors as these are disclosed in the group accounts of the parent company.

6. Staff Costs

The company made payments to directors and key personnel, the cost of which was borne by a fellow subsidiary.

7. Average Number of Employees

Average number of employees, including directors, during the year was: 2 (2023: 2)

8. Interest Receivable and Similar Income

	2024	2023
	£	£
Bank interest receivable	51	-

9. Tax on Profit

The tax charge on the profit for the year was as follows:

	Tax Rate		2024	2023
	2024	2023	£	£
Current tax
UK Corporation Tax	25.0%	25.0%	-	1,674


Total tax charge for the period			-	1,674

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

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Talkremit Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

	2024	2023
	£	£
Profit before tax	385,743	474,164

Tax on profit at 25% (UK standard rate)	96,436	118,541
Expenses not deductible for tax purposes	19,547	92
Short term timing differences	-	1,674
Group relief	(115,983 )	(118,633 )

Total tax charge for the period	-	1,674

10. Investments

	Unlisted
	£
Cost or Valuation
As at 1 January 2024	59

As at 31 December 2024	59

Provision
As at 1 January 2024	-

As at 31 December 2024	-

Net Book Value
As at 31 December 2024	59

As at 1 January 2024	59

The investment is in a subsidiary company, Talkremit Canada Inc. Registered office: 14505 Bannister Rd SE Calgary AB, T2X 3J3. The direct shareholding is 100% and was incorporated during the reporting period.

The share capital was £59. The aggregate capital and reserves and the result for the year of the subsidiary was as follows:

	Capital and Reserves	Profit/(loss)
	£	£
Talkremit Canada Inc	(199,350)	(611)

11. Debtors

	2024	2023
	£	£
Due within one year
Prepayments and accrued income	225,113	109,338
Other debtors	3,677,341	3,170,367
Corporation tax recoverable assets	3,585	46,770
Amounts owed by group undertakings	1,729,601	466,598

	5,635,640	3,793,073

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Talkremit Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

12. Creditors: Amounts Falling Due Within One Year

	2024	2023
	£	£
Trade creditors	327,432	361,357
Amounts owed to group undertakings	3,884,454	3,303,792
Other creditors	1,016,654	59
Accruals and deferred income	171,806	67,774

	5,400,346	3,732,982

Safeguarding of customer funds

The company holds customer funds in relation to remittance transactions. These balances are held in segregated safeguarding accounts in accordance with applicable regulatory requirements and are not available for the Group’s general use. At 31 December 2024, customer funds held on behalf of clients amounted to £303,300.

13. Share Capital

	2024	2023
Allotted, called up and fully paid	£	£
349,001 Ordinary Shares of £ 1.00 each	349,001	349,001

14. Post Balance Sheet Events

The Group has received a claim of £2.1 million arising from money transfer errors and fraud occurring both before and after the year-end. The amount relating to the period prior to the year-end is not material. The Group has submitted a claim to its insurers in respect of this matter.

At the reporting date, the insurers have indicated that they do not consider the claim to be covered under the policy, on the basis that it arises from a technical or system error rather than a covered crime or fraud event, and have referred to exclusions relating to programming or system errors.

The Group has formally challenged this position and requested that the insurers reconsider their decision. The insurers are currently reviewing the Group’s submissions, and no final determination has been made as at the date of approval of these financial statements. Given the uncertainty surrounding the outcome of the claim, no asset has been recognised in respect of any potential insurance recovery.

There are no other post balance sheet events.

15. Related Party Disclosures

Included within intercompany group balances are costs for key management personnel (including directors) who received consultancy fees of £371,507 (2023: £351,429), the cost of which in the reporting year was borne by a fellow subsidiary company. During the year, fees paid for work by close family of the directors included £124,681 (2023: £131,609).

A fellow group company, TR Technologies Limited is meeting certain expenditure which enables the company to maintain its net asset position whilst in its growth stage. The impact of which has resulted in a significant intercompany debtor at the balance sheet date in relation to the provision of the working capital necessary for operations.

Amounts owed by group include £220,000 (2023: £220,000) by Talkremit Group Holdings Limited, £1,297,109 by TR Technologies Limited and £211,696 (2023: £212,492) from Talk Remit Canada. In the prior year, amounts were owed to TR Technologies Limted (2023: (£2,266,730)).

Amounts owed to group undertakings comprises £3,884,454 (2023: £1,037,062) to Talkremit AB, a Swedish group company. These loans are interest free and considered as repayable on demand. The related entity has confirmed that repayment of the debts will not be required until the company has the resources to repay it, and at least 12 months from the date of the audit report.

Other than the items already disclosed in order to show a true and fair view, the company has taken advantage of the exemption available to not disclose the transactions between the company and its group undertakings as is it part of a wholly owned group.

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Talkremit Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

16. Controlling Parties

The company's immediate parent undertaking is Talkremit Group Holdings Limited .

The ultimate parent undertaking is Talkremit Group Holdings Limited (incorporated in England & Wales). Its registered office is 20 Eastborne Terrace Eastborne Terrace, London, E2 6LG .

Copies of the group accounts may be obtained from the company's registered office.

The ultimate controlling party is deemed to be Saeed Dualeh who owns 100% of the share capital of Talkremit Group Holdings Limited.

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