Telleroo Limited

	Page
Company Information	1
Strategic Report	2—3
Directors' Report	4
Independent Auditor's Report	5—7
Profit and Loss Account	8
Statement of Comprehensive Income	9
Balance Sheet	10
Statement of Changes in Equity	11
Notes to the Financial Statements	12—15

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Telleroo Limited

Strategic Report

For The Year Ended 31 March 2026

Strategic Report

The directors present their strategic report for the year ended 31 March 2026.

Principal Activity

The directors present their strategic report for Telleroo Limited (the “Company”) for the year ended 31 March 2026, prepared in accordance with section 414C of the Companies Act 2006.

Telleroo operates a bulk payments platform enabling UK-registered businesses, sole traders and charities — and the accountancy, bookkeeping and payroll practices that serve them — to prepare, approve and send payroll, supplier and expense payments from dedicated electronic money accounts.

Review of the Business

On 16 June 2025 the Company was authorised by the Financial Conduct Authority as an electronic money institution under the Electronic Money Regulations 2011, having previously operated as a registered agent of an authorised electronic money institution, and following authorisation began migrating clients onto its own infrastructure.

The Company continued to grow and performed in line with the directors' expectations. Revenue for the year was £3,461,983 (2025: £2,640,983) and profit before taxation was £122,429 (2025: £7,592), reflecting continued investment in people, technology and the authorisation and migration programme, which the directors consider appropriate to the Company's stage of development.

The directors consider the Company’s financial position at the year end, as set out in the balance sheet, to provide a solid foundation for the Company’s future operations.. The directors consider revenue and profit before taxation, as presented in the profit and loss account, to be the Company's key financial performance indicators, and monitor these alongside non-financial measures appropriate to the business. The directors expect continued growth in the coming year.

Principal Risks and Uncertainties

The Board and management team has overall responsibility for risk management and risk appetite; risks are identified, assessed and monitored through the Company’s risk register, management reporting and regular Board review. The principal risks, and their mitigation, are:

Regulatory and compliance risk, as an FCA-authorised electronic money institution operating under the Electronic Money Regulations 2011 and the Payment Services Regulations 2017 within an evolving regulatory framework;

Safeguarding risk, being the risk that relevant funds are not adequately protected and returnable, mitigated through segregation in designated safeguarding accounts, documented policies and daily reconciliations;

Financial crime risk, including fraud, money laundering and sanctions exposure, mitigated through risk-based client due diligence, transaction monitoring, screening and staff training;

Operational resilience, technology and third-party risk, given clients' reliance on the platform to meet pay run deadlines and the Company's dependence on a small number of banking and

Technology partners; capital and liquidity risk, with own funds and liquidity monitored against regulatory requirements and forecasts; and market risk, including competition in the UK payments market and the effect of the interest rate environment on the Company's interest income.

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Telleroo Limited

Strategic Report (continued)

For The Year Ended 31 March 2026

Section 172(1) Statement

The directors have had regard to the matters set out in section 172(1)(a) to (f) of the Companies Act 2006 in performing their duty to promote the success of the Company for the benefit of its members as a whole.

In making decisions during the year, including in relation to the Company's authorisation and the migration of clients onto its own infrastructure, the directors considered the likely consequences of decisions in the long term;

The interests of the Company's employees;

The need to foster the Company's business relationships with its clients and their accountancy and bookkeeping partners, its banking, scheme and technology partners and suppliers, and the FCA;

The impact of the Company's operations on the community and the environment;

The desirability of maintaining a reputation for high standards of business conduct; and

The need to act fairly as between members of the Company.

On behalf of the board

Andrew Cookson

Director

21/07/2026

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Telleroo Limited

Company No. 10175644

Directors' Report For The Year Ended 31 March 2026

Directors' Report

The directors present their report and the financial statements for the year ended 31 March 2026.

Directors

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

Andrew Cookson

Damian Brychcy

Steven Redmayne

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 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;
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.

Independent Auditors

IG Accounting & Auditing Limited were appointed as auditors to the company and, in accordance with section 485 of the Companies Act 2006, a resolution proposing their re-appointment will be put to the members at a General Meeting.

On behalf of the board

Andrew Cookson

Director

21/07/2026

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Independent Auditor's Report

to the Members of

Telleroo Limited

Independent Auditor's Report

Opinion

We have audited the financial statements of Telleroo Limited for the year ended 31 March 2026 which comprise the Profit and Loss Account, 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 March 2026 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.

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.

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.

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Independent Auditor's Report (continued)

to the Members of

Telleroo Limited

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.

Auditor's Responsibilities for the Audit of the Financial Statements

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

We have considered the nature of the company's industry and its control environment, and reviewed the company's documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks and irregularities.

We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that:

- had a direct effect on the determination of material amounts and disclosures in the financial statements. These included UK Companies Act, tax legislation, pension legislation etc; and

- do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organization for fraud and how and where fraud might occur in the financial statements.

In common with all audits under ISAs (UK), we are required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making the accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

- reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud: and

- enquiring of management and external legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations

There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.

A further description of our responsibilities for the audit of the accounts is available on the Financial Reporting Council’s website at 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

Telleroo Limited

Indra Raj Giri ACA, FCCA. (Senior Statutory Auditor)

for and on behalf of IG Accounting & Auditing Ltd , Statutory Auditor

21/07/2026

IG Accounting & Auditing Ltd

90 Sutherland Avenue

Welling

DA16 2NP

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Telleroo Limited

Profit and Loss Account

For The Year Ended 31 March 2026

Profit and Loss Account

		2026	2025
	Notes	£	£
TURNOVER		3,461,983	2,640,983
Cost of sales		(714,049 )	(545,355 )

GROSS PROFIT		2,747,934	2,095,628

Administrative expenses		(2,433,929 )	(1,937,366 )

OPERATING PROFIT		314,005	158,262
Other interest receivable and similar income	6	18,683	-
Interest payable and similar charges	7	(210,259 )	(150,670 )

PROFIT BEFORE TAXATION		122,429	7,592
Tax on Profit		86,130	-

PROFIT AFTER TAXATION BEING PROFIT FOR THE FINANCIAL YEAR		208,559	7,592

The notes on pages 12 to 15 form part of these financial statements.

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Telleroo Limited

Statement of Comprehensive Income

For The Year Ended 31 March 2026

Statement of Comprehensive Income

	2026	2025
	£	£
PROFIT FOR THE FINANCIAL YEAR	208,559	7,592
OTHER COMPREHENSIVE INCOME FOR THE YEAR	-	-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR	208,559	7,592

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Telleroo Limited

Balance Sheet

As At 31 March 2026

Balance Sheet

		2026		2025
	Notes	£	£	£	£
FIXED ASSETS
Tangible Assets	8		8,421		11,399

			8,421		11,399
CURRENT ASSETS
Debtors	9	403,663		344,325
Cash at bank and in hand		1,045,537		202,157

		1,449,200		546,482
Creditors: Amounts Falling Due Within One Year	10	(228,999 )		(183,029 )

NET CURRENT ASSETS (LIABILITIES)			1,220,201		363,453

TOTAL ASSETS LESS CURRENT LIABILITIES			1,228,622		374,852

Creditors: Amounts Falling Due After More Than One Year	11		-		(5,933 )

NET ASSETS			1,228,622		368,919

CAPITAL AND RESERVES
Called up share capital	13		172		256
Share premium account			1,564,971		971,486
Other reserves			171,001		113,258
Profit and Loss Account			(507,522 )		(716,081 )

SHAREHOLDERS' FUNDS			1,228,622		368,919

On behalf of the board

Andrew Cookson

Director

21/07/2026

The notes on pages 12 to 15 form part of these financial statements.

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Telleroo Limited

Statement of Changes in Equity

For The Year Ended 31 March 2026

Statement of Changes in Equity

	Share Capital	Share Premium	Other reserves	Profit and Loss Account	Total
	£	£	£	£	£
As at 1 April 2024	256	971,486	47,845	(723,673 )	295,914
Profit for the year and total comprehensive income	-	-	-	7,592	7,592

Movements in other reserves	-	-	65,413	-	65,413

As at 31 March 2025 and 1 April 2025	256	971,486	113,258	(716,081 )	368,919


Profit for the year and total comprehensive income	-	-	-	208,559	208,559

Arising on shares issued during the period	-	593,485	-	-	593,485
Share capital reduction	(84 )	-	-	-	(84)
Movements in other reserves	-	-	57,743	-	57,743

As at 31 March 2026	172	1,564,971	171,001	(507,522 )	1,228,622

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Telleroo Limited

Notes to the Financial Statements

For The Year Ended 31 March 2026

Notes to the Financial Statements

1. General Information

Telleroo Limited is a private company, limited by shares, incorporated in England & Wales, registered number 10175644 . The registered office is Telleroo Limited, St Mary's Court, Amersham, Buckinghamshire, HP7 0UT.

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. 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 rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.

Rendering of services

Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.

2.3. 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

3 years

2.4. 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.

2.5. 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.

2.6. Taxation

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 year 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.

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 asset reflects 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 or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.

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Telleroo Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2026

3. Auditor's Remuneration

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

	2026	2025
	£	£
Audit Services
Audit of the company's financial statements	5,000	-


Other Services
Other assurance services	1,650	-

4. Staff Costs

Staff costs, including directors' remuneration, were as follows:

	2026	2025
	£	£
Wages and salaries	792,278	689,800
Social security costs	98,580	78,830
Other pension costs	15,126	13,807

	905,984	782,437

5. Average Number of Employees

Average number of employees, including directors, during the year was: 15 (2025: 13)

6. Interest Receivable and Similar Income

	2026	2025
	£	£
Bank interest receivable	18,683	-

7. Interest Payable and Similar Charges

	2026	2025
	£	£
Bank loans and overdrafts	387	620

8. Tangible Assets

	Computer Equipment
	£
Cost
As at 1 April 2025	35,030
Additions	5,335

As at 31 March 2026	40,365

...CONTINUED

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Telleroo Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2026

Depreciation
As at 1 April 2025	23,631
Provided during the period	8,313

As at 31 March 2026	31,944

Net Book Value
As at 31 March 2026	8,421

As at 1 April 2025	11,399

9. Debtors

	2026	2025
	£	£
Due within one year
Trade debtors	27,927	31,825
Other debtors	375,736	312,500

	403,663	344,325

10. Creditors: Amounts Falling Due Within One Year

	2026	2025
	£	£
Trade creditors	52,765	71,286
Bank loans and overdrafts	5,933	8,900
Other creditors	55,498	17,999
Taxation and social security	87,931	68,669
Accruals and deferred income	26,872	16,175

	228,999	183,029

11. Creditors: Amounts Falling Due After More Than One Year

	2026	2025
	£	£
Bank loans	-	5,933

12. Loans

An analysis of the maturity of loans is given below:

	2026	2025
	£	£
Amounts falling due within one year or on demand:
Bank loans	5,933	8,900

	2026	2025
	£	£
Amounts falling due between one and five years:
Bank loans	-	5,933

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Telleroo Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2026

14. Pension Commitments

The company operates a defined contribution pension scheme for employees. The assets of the scheme are held separately from those of the company in an independently administered fund. At the balance sheet date unpaid contributions of £4,248. (PY £3,473) were due to the fund.

15. Share Options

The company had a company share option plan in place during the year. Options all have a 12 month cliff with a 36 month vesting period.

143.194 options vested during accounting the period.

(i) outstanding at the beginning of the period; 410,472

(ii) granted during the period; 0

(iii) forfeited during the period; 32,101

(iv) exercised during the period; 0

(v) expired during the period; 0

(vi) outstanding at the end of the period; 378,371

There is a charge to the profit and loss of £57,743 in relation to vested options.

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