Company registration number 12735708 (England and Wales)
SENDCLOUD LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
SENDCLOUD LIMITED
COMPANY INFORMATION
Directors
R Van Den Heuvel
B Smeulders
Z Tolou
Company number
12735708
Registered office
Unit 21 Elmdon Trading Estate
Bickenhill Lane
Solihull
England
United Kingdom
B37 7HE
Auditor
James Cowper Kreston Audit
Chartered Accountants and Statutory Auditor
Apex
Forbury Road
Reading
RG1 1AX
SENDCLOUD LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
3 - 9
SENDCLOUD LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
2025
2024
Notes
£
£
£
£
Current assets
Trade and other receivables
4
318,572
425,029
Cash and cash equivalents
461,239
154,815
779,811
579,844
Current liabilities
Trade and other payables
5
396,428
300,774
Current tax liabilities
12,123
8,609
Other taxation and social security
81,836
66,324
Deferred income
106,099
50,282
596,486
425,989
Net current assets
183,325
153,855
Total assets less current liabilities
183,325
153,855
Net assets
183,325
153,855
Equity
Called up share capital
6
100,000
100,000
Other reserves
7
-
23,455
Retained earnings
8
83,325
30,400
Total equity
183,325
153,855

The notes on pages 3 to 9 form part of these financial statements.

The financial statements have been prepared in accordance with provisions of the small companies regime.

The directors of the company have elected not to include a copy of the income statement within the financial statements.

The financial statements were approved by the board of directors and authorised for issue on 18 May 2026 and are signed on its behalf by:
R Van Den Heuvel
Director
Company registration number 12735708 (England and Wales)
- 1 -
SENDCLOUD LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
Share capital
Other reserves
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 January 2024
100,000
-
35,791
135,791
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(5,391)
(5,391)
Transactions with owners:
Credit to equity for equity settled share based payment
-
23,455
-
23,455
Balance at 31 December 2024
100,000
23,455
30,400
153,855
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
52,925
52,925
Transactions with owners:
Credit to equity for equity settled share-based payments
-
(23,455)
-
0
(23,455)
Balance at 31 December 2025
100,000
-
83,325
183,325

The notes on pages 3 to 9 form part of these financial statements.

- 2 -
SENDCLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
Company information

Sendcloud Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 21 Elmdon Trading Estate, Bickenhill Lane, Solihull, England, United Kingdom, B37 7HE. The Company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in conformity with 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 following material accounting policies have been applied:

Financial Reporting Standard 101 - reduced disclosure exemptions

The Company meets the definition of a qualifying entity under FRS 100 ‘Application of Financial Reporting r equirements’ issued by the FRC. Accordingly, these financial statements were prepared in accordance with Financial Reporting Standard 101 ‘Reduced Disclosure Framework’.

The C ompany has taken advantage of the following disclosure exemptions under FRS 101:

- the requirements of paragraphs 45(b) and 46-52 of IFRS 2 Share-based payment;

- the requirements of IFRS 7 Financial Instruments: Disclosures

- the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement

- the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements

- the requirements of IAS 7 Statement of Cash Flows

- the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors

- the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures

- the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member

- the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets.

This information is included in the consolidated financial statements of SendCloud Global BV as at 31 December 2025 and these financial statements may be obtained from Stadhuisplein 10, 5611EM Eindhoven, Netherlands.

1.2
Going concern

The directors have assessed the Balance Sheet and likely future cash flows at the date of approving these financial true statements. The directors have received assurances that the P arent company service contract will continue and the P arent company will continue to support the Company in order for the Company to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

- 3 -
SENDCLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
1.3
Revenue

Revenue is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue is recognised when the significant risks and rewards are considered to have been transferred to the customer.

Revenue from shipments is recognised when ordered.

Revenue from subscription and surcharge services is recognised in the month to which it relates. Invoices raised in advance are deferred and invoices raised in arrears are accrued.

1.4
Financial assets

Financial assets are recognised in the C ompany's statement of financial position when the C ompany becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets at fair value through profit or loss
- 4 -

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Impairment of financial assets

Financial assets carried at amortised cost are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

SENDCLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
1.5
Financial liabilities

The Company recognises financial debt when the Company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Financial liabilities at fair value through profit or loss

Financial liabilities are classified as measured at fair value through profit or loss when the financial liability is held for trading. A financial liability is classified as held for trading if:

- it has been incurred principally for the purpose of selling or repurchasing it in the near term, or

- on initial recognition it is part of a portfolio of identified financial instruments that the Company manages together and has a recent actual pattern of short-term profit taking, or

- it is a derivative that is not a financial guarantee contract or a designated and effective hedging instrument.

Financial liabilities at fair value through profit or loss are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the Company’s obligations are discharged, cancelled, or they expire.

1.6
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 C ompany’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

- 5 -
SENDCLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
Deferred tax

Deferred tax is the tax expected to be payable or recoverable on 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, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, 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 C ompany 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.

1.7
Provisions

Provisions are recognised when the C ompany has a legal or constructive present obligation as a result of a past event and it is probable that the C ompany will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

1.8
Retirement benefits

Defined contribution schemes

The Company operates a defined contribution scheme. The amount charged to the income statement in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the statement of financial position.

1.9
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using an appropriate model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

- 6 -
SENDCLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
1.10
Leases

At inception, the Company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the Company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within tangible fixed assets, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the Company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is reassessed at each financial period end to reflect lease modifications and any changes to the factors considered at initial measurement, as set out above. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

1.11
Foreign exchange

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.

1.12

Finance costs

Finance costs are charged to the income statement over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount.

2
Auditor's remuneration
2025
2024
Fees payable to the Company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the Company
17,000
16,400

Fees payable to the Company's auditors and their associates for non-audit services to the Company are not required to be disclosed because the consolidated financial statements of the Parent Company are required to disclose such fees on a consolidated basis.

- 7 -
SENDCLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Employees

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

2025
2024
Number
Number
Administrative
6
6
4
Trade and other receivables
2025
2024
£
£
Trade receivables
157,509
103,716
Amounts owed by fellow group undertakings
-
0
150,814
Other receivables
94,798
111,858
Prepayments and accrued income
66,265
58,641
318,572
425,029
5
Trade and other payables
2025
2024
£
£
Trade payables
93,855
172,726
Amounts owed to fellow group undertakings
247,578
-
Accruals
40,518
104,292
Other payables
14,477
23,756
396,428
300,774
6
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100,000
100,000
100,000
100,000
7
Other reserves
2025
2024
£
£
At the beginning of the year
23,455
-
Other movements
(23,455)
23,455
At the end of the year
-
23,455

Other reserves relates to a share-based payment reserve which represents the charge to profit or loss for services received in relation to equity settled share based payments not yet settled.

- 8 -
SENDCLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
Retained earnings

The retained earnings represents cumulative profits or losses, net of dividends paid and other adjustments.

9
Audit report information

The following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report is unqualified and includes the following:

Statutory Auditor:
James Cowper Kreston Audit
Date of audit report:
19 May 2026
10
Events after the reporting date

There are no post balance sheet events to report.

11
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel relates to the directors and is set out in the directors remuneration note.

The Company has taken advantage of the exemption under paragraph 8(k) of FRS 101 not to disclose transactions with fellow wholly owned subsidiaries.

12
Controlling party

The immediate and ultimate parent company is SendCloud Global BV, a company registered in The Netherlands at Stadhuisplein 10, 5611EM Eindhoven. The Parent undertaking of the smallest and largest group, which includes the Company and for which group accounts are prepared, is also SendCloud Global BV and copies of its consolidated financial statements are available from its registered address.

- 9 -
2025-12-31 2025-01-01 R Van Den Heuvel B Smeulders Z Tolou false false CCH Software iXBRL Review & Tag 2025.2 No description of principal activity 2026-05-18 12735708 2025-01-01 2025-12-31 12735708 bus:Director1 2025-01-01 2025-12-31 12735708 bus:Director2 2025-01-01 2025-12-31 12735708 bus:Director3 2025-01-01 2025-12-31 12735708 bus:RegisteredOffice 2025-01-01 2025-12-31 12735708 2025-12-31 12735708 core:CurrentFinancialInstruments 2025-12-31 12735708 core:CurrentFinancialInstruments 2024-12-31 12735708 2024-12-31 12735708 core:CurrentFinancialInstruments core:WithinOneYear 2025-12-31 12735708 core:CurrentFinancialInstruments core:WithinOneYear 2024-12-31 12735708 core:ShareCapital 2025-12-31 12735708 core:ShareCapital 2024-12-31 12735708 core:RetainedEarningsAccumulatedLosses 2025-12-31 12735708 core:RetainedEarningsAccumulatedLosses 2024-12-31 12735708 2023-12-31 12735708 core:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 12735708 core:RetainedEarningsAccumulatedLosses 2025-01-01 2025-12-31 12735708 2024-01-01 2024-12-31 12735708 1 2025-01-01 2025-12-31 12735708 bus:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 12735708 bus:FRS101 2025-01-01 2025-12-31 12735708 bus:Audited 2025-01-01 2025-12-31 12735708 bus:SmallCompaniesRegimeForAccounts 2025-01-01 2025-12-31 12735708 bus:FullAccounts 2025-01-01 2025-12-31 xbrli:pure xbrli:shares iso4217:GBP