1.
General Information
ApprovalMax Limited
is a private company, limited by shares, incorporated in England & Wales, registered number
11326265
. The registered office is 3rd Floor, 86-90 Paul Street, London, EC2A 4NE.
The functional currency of the financial statements is Pound Sterling (£).
The principal activity is that of a software company.
The functional currency of the financial statements is Pound Sterling (£).
The principal activity is that of a software company.
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 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.
2.2.
Going Concern Disclosure
The directors have not identified any material uncertainties related to events or conditions that may cast significant doubt about the company's ability to continue as a going concern.
2.3.
Significant judgements and estimations
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates if necessary. It also requires management to exercise judgement in applying the company accounting policies.
2.4.
Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.
2.5.
Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
| Computer Equipment |
|
2.6.
Foreign Currencies
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.
2.7.
Taxation
2.7.
Taxation - continued
Income 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 profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.
Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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.
...CONTINUED
ApprovalMax Limited
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2025
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current and deferred tax are recognised in profit or loss for the year, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case current and deferred tax are recognised in other comprehensive income or directly in equity respectively.
2.8.
Pensions
The company operates a defined pension contribution scheme. Contributions are charged to the profit and loss account as they become payable in accordance with the rules of the scheme.
2.9.
Investments in Subsidiaries
Investments in subsidiary undertakings are recognised at cost.
2.10.
Shared‑Based Payments
The grant date fair value of share‑based payments awards granted to employees is recognised as an employee expense, with a corresponding increase in equity, over the period in which the employees become unconditionally entitled to the awards. The fair value of the awards granted is measured using an option valuation model, taking into
account the terms and conditions upon which the awards were granted. The amount recognised as an expense is adjusted to reflect the actual number of awards for which the related service and non‑market vesting conditions are expected to be met, such that the amount ultimately recgonised as an expense is based on the number of awards that
do not meet the related service and non‑market performance conditions at the vesting date. For share‑based payment awards with non‑vesting conditions, the grant date fair value of the share‑based payment is measured to reflect such conditions and there is no true‑up differences between expected and actual outcomes.
2.11.
Impairment of Fixed Assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.
For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets
3.
Average Number of Employees
Average number of employees, including directors, during the year was: 15 (2024: 6)
4.
Tangible Assets
| Computer Equipment | |
|---|---|
| £ | |
| Cost | |
| As at 1 January 2025 |
|
| Additions |
|
| As at 31 December 2025 |
|
| Depreciation | |
| As at 1 January 2025 |
|
| Provided during the period |
|
| As at 31 December 2025 |
|
...CONTINUED
ApprovalMax Limited
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2025
| Net Book Value | |
| As at 31 December 2025 |
|
| As at 1 January 2025 |
|
5.
Investments
| Subsidiaries | |
|---|---|
| £ | |
| Cost or Valuation | |
| As at 1 January 2025 |
|
| Additions |
|
| As at 31 December 2025 |
|
| Provision | |
| As at 1 January 2025 |
|
| As at 31 December 2025 |
|
| Net Book Value | |
| As at 31 December 2025 |
|
| As at 1 January 2025 |
|
6.
Debtors
| 2025 | 2024 | ||
|---|---|---|---|
| £ | £ | ||
| Due within one year | |||
| Trade debtors |
|
|
|
| Amounts owed by group undertakings | 2,575,360 | - | |
| Other debtors | 109,251 | 90,618 | |
|
|
|
||
7.
Creditors: Amounts Falling Due Within One Year
| 2025 | 2024 | ||
|---|---|---|---|
| £ | £ | ||
| Trade creditors |
|
|
|
| Amounts owed to group undertakings | - |
|
|
| Other creditors | 964,056 | 539,051 | |
| Taxation and social security |
|
|
|
|
|
|
||
8.
Other Commitments
The company occupies serviced office accommodation under an operating agreement with a third‑party provider. The arrangement does not convey an interest in land and is cancellable by either party on short notice. Lease payments are recognised as an expense on a straight‑line basis over the period of use.
At the balance sheet date, the company had no significant non‑cancellable operating lease commitments.
ApprovalMax Limited
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2025
9.
Related Party Transactions
Included within ‘Debtors: Due within one year’ (‘Amounts owed by group undertakings’) are the following balances owed by 100% owned subsidiaries:
Approvalmax Germany GmbH - £1,953,338 (2024: (£214,715))
Approvalmax Australia Pty Ltd - £61,460 (2024: £nil)
ApprovalMax Bulgaria Ltd - £206,603 (2024: £nil)
ApprovalMax SRL Moldova - £13,246 (2024: £nil)
ApprovalMax Portugal - £29,228 (2024: £nil)
ApprovalMax South Africa (Pty) Ltd - £87,243 (2024: £nil)
ApprovalMax Serbia - £224,241 (2024: £nil)
All balances relate to funds loaned to subsidiaries, except Approvalmax Germany GmbH. For this subsidiary, the closing balance has been derived from last year’s closing balance, adjusted for the following movements:
- £3,059,599 of intercompany recharges (debited), with the corresponding credit included in ‘Turnover’ (2024: £nil);
- £1,006,248 of repayments received; and
- £114,703 of interest (debited), with the corresponding credit included in ‘Other interest receivable and similar income’ (2024: £nil).
10.
Share‑Based Payment Transactions
The company operate a share option plan for certain individuals. Under this plan, individuals are granted options over Ordinary shares with options vesting under differing schedules. Shares are exercisable on board approval.
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options during the year under the Share Option Plan.
|
Share Options
|
2025
No. ![image](data:image/svg+xml;utf8,<svg xmlns="http://www.w3.org/2000/svg" viewBox="0 0 80 2" preserveAspectRatio="none">
<line x1="0" y1="1" x2="80" y2="1" stroke="black" shape-rendering="crispEdges"/>
</svg>){kind=small}
|
2025
WAEP £
|
2024
No.
|
2024
WAEP £
|
|
Brought forward
|
182,380
|
15.63
|
157,300
|
11.36
|
|
Lapsed during the year
|
34,780
|
21.61
|
1,000
|
6.00
|
|
Exercised during the year
|
-
|
-
|
22,100
|
5.11
|
|
Granted during the year
|
73,200
|
29.04
|
48,180
|
24.55
|
|
Outstanding at 31 December
|
220,800
![image](data:image/svg+xml;utf8,<svg xmlns="http://www.w3.org/2000/svg" viewBox="0 0 80 5" preserveAspectRatio="none">
<line x1="0" y1="1" x2="80" y2="1" stroke="black" shape-rendering="crispEdges"/>
<line x1="0" y1="4" x2="80" y2="4" stroke="black" shape-rendering="crispEdges"/>
</svg>){kind=small}
|
19.97
|
182,380
|
15.63
|
|
Exercisable at 31 December
|
139,182
|
13.24
|
101,485
|
10.94
|
The Company is unable to directly measure the fair value of employee services received. Instead the fair value of the share options granted during the year is determined using the Black‑Scholes model. The model is internationally recognised as being appropriate to value employee share schemes similar to the scheme the Company have in place.
During the year a charge £632,477 (2024꞉ £801,637) was recognised.
11.
Audit Information
The auditor's report on the accounts of
ApprovalMax Limited
for the year ended 31 December 2025 was unqualified.
The auditor's report was signed by
Oliver Read
(Senior Statutory Auditor)
for and on behalf of
James Todd & Co
, Statutory Auditor.
|
Drayton House
Drayton Lane
Chichester
West Sussex
PO20 2EW
|