Remium Limited Cover |
Company No. 12227815 | |||||||||
Remium Limited Contents |
Pages | |||||||||
Company Information | 2 | ||||||||
Strategic Report | 3 to 5 | ||||||||
Directors' Report | 6 to 7 | ||||||||
Auditor's Report | 8 to 10 | ||||||||
Statement of Comprehensive Income | 11 | ||||||||
Statement of Financial Position | 12 | ||||||||
Statement of Changes in Equity | 13 | ||||||||
Statement of Cash Flows | 14 | ||||||||
Notes to the Financial Statements | 15 to 24 | ||||||||
Remium Limited Company Information |
Directors | |||||||||
Registered Office | |||||||||
Auditors | |||||||||
Gordon Levy Limited | |||||||||
Statutory Auditors | |||||||||
Suite 5, 4th Floor | |||||||||
3 Universal Square | |||||||||
Devonshire Street North | |||||||||
Manchester | |||||||||
M12 6JH | |||||||||
Senior Statutory Auditor | |||||||||
Gordon Levy BA, FCA | |||||||||
Accountants | |||||||||
2nd Floor | |||||||||
201 Haverstock Hill | |||||||||
London | |||||||||
NW3 4QG | |||||||||
Remium Limited Strategic Report |
The Directors present their strategic report for the year ended 31 December 2025. | |||||||
Principal activities | |||||||
Remium Limited (“Remium” or the “Company”) is a UK-based financial technology company authorised and regulated by the Financial Conduct Authority (“FCA”) as an Electronic Money Institution (“EMI”). | |||||||
The Company specialises in payment processing, electronic money services, foreign exchange services and digital financial infrastructure solutions for both individual and corporate customers. | |||||||
During the year, the Company continued to focus on the expansion of its payment infrastructure, operational capabilities and compliance framework in preparation for future growth and strategic expansion opportunities. | |||||||
Review of business | |||||||
The year ended 31 December 2025 represented a significant operational development period for the Company. | |||||||
Revenue for the financial year increased to £439,418 (2024: £101,894), reflecting continued growth in transaction activity and customer onboarding across the Company’s payment services platform. | |||||||
The Company reported a loss after taxation of £554,616 (2024: £790,579 loss). The reduction in losses compared to the prior period reflects the continued scaling of operations and increasing revenues generated during the year. | |||||||
Net assets at the year end were £329,287 (2024: £731,058 net liabilities). The Directors consider this position appropriate for a high-growth fintech business in its current development phase and note the continued financial support provided by shareholders and investors. | |||||||
Cash balances at year end totalled £645,703 (2024: £539,698). | |||||||
The Company continued to invest significantly in: | |||||||
• compliance infrastructure; | |||||||
• safeguarding controls; | |||||||
• payment operations; | |||||||
• software and IT systems; | |||||||
• operational resilience; | |||||||
• and senior management capabilities. | |||||||
The Company also strengthened its governance and finance functions during the year in preparation for future institutional growth and regulatory scaling requirements. | |||||||
Regulatory status and compliance | |||||||
Remium Limited operates as an FCA regulated Electronic Money Institution and remains committed to maintaining high standards of regulatory compliance, operational resilience and safeguarding governance. | |||||||
The Directors continue to monitor developments relating to: | |||||||
• safeguarding requirements; | |||||||
• operational resilience obligations; | |||||||
• anti-money laundering compliance; | |||||||
• financial crime prevention; | |||||||
• and prudential risk management. | |||||||
During the year, the Company continued to enhance its internal control framework and financial oversight processes, including safeguarding reconciliations, customer fund protection procedures and governance reporting. | |||||||
Client fund safeguarding | |||||||
The Company maintains safeguarding arrangements designed to ensure that customer funds are appropriately protected in accordance with the Electronic Money Regulations 2011 and Payment Services Regulations 2017. | |||||||
Client funds are segregated from the Company’s own funds and held with approved safeguarding institutions in accordance with regulatory requirements. | |||||||
The Company performs regular safeguarding reconciliations and monitoring procedures designed to ensure that safeguarded balances remain appropriately matched to customer obligations. | |||||||
Going concern | |||||||
The financial statements have been prepared on a going concern basis. | |||||||
The Directors believe that the Company has adequate financial resources and ongoing shareholder support to continue in operational existence for the foreseeable future. | |||||||
The Directors therefore continue to adopt the going concern basis in preparing the financial statements. | |||||||
Principal risks and uncertainties | |||||||
The Company operates in a regulated and evolving financial services environment and is exposed to a number of business risks and uncertainties. | |||||||
The principal risks identified by the Directors include: | |||||||
Regulatory and Compliance Risk | |||||||
As an FCA regulated EMI, the Company is subject to ongoing regulatory supervision and evolving regulatory requirements. Failure to maintain compliance could result in regulatory sanctions, operational restrictions or reputational damage. | |||||||
Safeguarding and Operational Risk | |||||||
The Company processes customer funds and payment transactions and therefore remains exposed to operational risks relating to payment processing, safeguarding, reconciliation processes, fraud prevention and systems reliability. | |||||||
Liquidity and Funding Risk | |||||||
The Company remains in a growth phase and continues to rely on shareholder and investor support to fund operational development and strategic expansion initiatives. | |||||||
Technology and Cybersecurity Risk | |||||||
The Company relies heavily on technology infrastructure and digital payment systems. Cybersecurity threats, systems failures or operational disruptions could adversely affect operations and customer confidence. | |||||||
Financial Crime Risk | |||||||
The Company remains exposed to anti-money laundering, sanctions and fraud-related risks and continues to invest in compliance systems and monitoring capabilities to mitigate these risks. | |||||||
Future developments | |||||||
The Directors intend to continue investing in the Company’s operational infrastructure, technology capabilities and regulatory framework. | |||||||
The Company remains focused on: | |||||||
• scaling payment volumes; | |||||||
• expanding strategic partnerships; | |||||||
• enhancing product offerings; | |||||||
• strengthening governance and compliance functions; | |||||||
• and pursuing long-term sustainable growth opportunities within the financial services sector. | |||||||
• Developing its proprietary front and back office systems | |||||||
During the year, the Company obtained approvals for Visa and UnionPay Principal Memberships, representing an important strategic milestone in the continued development of the Company’s payments infrastructure and card issuing capabilities. | |||||||
Throughout 2026, the Company intends to focus its efforts on the integration, operational rollout and commercial distribution strategy of these products, including the expansion of card-related services and payment acceptance capabilities across its target markets. | |||||||
The Directors believe the Company remains well positioned to continue developing its payment platform and broader financial services ecosystem. | |||||||
Key performance indicators | |||||||
Key performance indicators are used to measure and evaluate company performance against targets and monitor various activities throughout the company. The main key performance indicators employed by the company are: | |||||||
• Turnover | |||||||
• Cash flows | |||||||
Section 172(1) statement | |||||||
Under Section 172 of the Companies Act 2006, directors are required to promote the success of the Company for the benefit of its shareholders and, in doing so, to have regard to the interest of all of our stakeholders. | |||||||
The Directors have acted in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, having regard to the matters set out in section 172(1) of the Companies Act 2006. | |||||||
In carrying out their duties during the year, the Directors had regard, amongst other matters, to the likely long-term consequences of decisions, the interests of the Company's employees, relationships with customers, suppliers and regulators, the impact of the Company's operations on the wider community, and the desirability of maintaining a reputation for high standards of business conduct. | |||||||
The Directors believe that the decisions taken during the year were consistent with the promotion of the long-term success of the Company for the benefit of its members as a whole. | |||||||
Signed on behalf of the board | |||||||
R. Salcedo Sanchez | |||||||
Director | |||||||
22 July 2026 | |||||||
Remium Limited Directors Report |
The Directors present their report and the financial statements for the year ended 31 December 2025. | |||||||||
The Directors' Report should be read in conjunction with the Strategic Report, which includes information on future developments and the company's financial risk management objectives and policies. | |||||||||
Principal activities | |||||||||
Dividends | |||||||||
Dividends were neither paid nor proposed in the financial year. | |||||||||
Directors | |||||||||
The Directors who served at any time during the year were as follows: | |||||||||
(Resigned 21 July 2025) | |||||||||
Events after the reporting period | |||||||||
There have been no significant events affecting the Company since the year end. | |||||||||
Statement of directors' responsibilities | |||||||||
The Directors are responsible for preparing the Directors' report and the accounts in accordance with applicable law and regulations. | |||||||||
Company law requires the directors to prepare accounts for each financial year. Under that law the directors have elected to prepare the accounts 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 accounts unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. | |||||||||
In preparing these accounts, the directors are required to: | |||||||||
* | select suitable accounting policies and then apply them consistently; | ||||||||
* | make judgements and estimates that are reasonable and prudent; | ||||||||
* | state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and | ||||||||
* | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. | ||||||||
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. | |||||||||
Statement of disclosure of information to auditor | |||||||||
Auditors | |||||||||
The auditors, Gordon Levy Limited, are deemed to be reappointed under section 487(2) of the Companies Act 2006. | |||||||||
Signed on behalf of the board | |||||||||
R. Salcedo Sanchez | |||||||||
Director | |||||||||
22 July 2026 | |||||||||
Remium Limited Audit Report Unqualified |
Independent Auditor's Report to the members of Remium Limited | |||||||||
Opinion | |||||||||
We have audited the financial statements of Remium Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows and the Notes to the Financial Statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). | |||||||||
In our opinion the financial statements: | |||||||||
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 accounts, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the accounts is appropriate. | |||||||||
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the accounts 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. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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. | |||||||||
Opinion on other matters prescribed by the Companies Act 2006 | |||||||||
In our opinion, based upon the work undertaken in the course of the audit: | |||||||||
• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and • the strategic report and the directors' report have been prepared in accordance with applicable legal requirements. | |||||||||
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 directors' report or in the strategic report. | |||||||||
• adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or | |||||||||
• the financial statements are not in agreement with the accounting records and returns; or | |||||||||
• certain disclosures of directors’ remuneration specified by law are not made; or | |||||||||
• we have not received all the information and explanations we require for our audit. | |||||||||
Responsibilities of directors | |||||||||
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 | |||||||||
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. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The primary responsibility for the prevention and detection of fraud rests with both those charged with governance and management. | |||||||||
Based on our understanding of the company and its industry, we identified that the principal laws and regulations relevant to the company were the Companies Act 2006, UK tax legislation and employment legislation, as well as FCA regulations. We assessed the susceptibility of the financial statements to material misstatement, including through fraud, and considered the risk of management override of controls. | |||||||||
Our procedures in relation to irregularities, including fraud, included: | |||||||||
• obtaining an understanding of the legal and regulatory framework applicable to the company and assessing the risk of material misstatement arising from non-compliance; | |||||||||
• making enquiries of management and those charged with governance regarding known or suspected instances of fraud and non-compliance with laws and regulations; | |||||||||
• reviewing minutes of meetings and other relevant documentation for evidence of actual or suspected irregularities; | |||||||||
• testing journal entries, with particular emphasis on manual journals, unusual postings and those recorded close to the year end; | |||||||||
• assessing accounting estimates and judgements for evidence of management bias; | |||||||||
• evaluating the commercial rationale for significant or unusual transactions; | |||||||||
• performing substantive audit procedures on material classes of transactions, account balances and disclosures, including cut-off testing where appropriate; and | |||||||||
• considering the adequacy of the company's disclosures relating to compliance with applicable laws and regulations. | |||||||||
Because of the inherent limitations of an audit, there is an unavoidable risk that material misstatements due to fraud or non-compliance with laws and regulations may not be detected. The risk is higher where fraud involves collusion, forgery, intentional omissions, misrepresentations or the override of internal controls. | |||||||||
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of the auditor's report. | |||||||||
Use of this report | |||||||||
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' 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. | |||||||||
Senior Statutory Auditor | |||||||||
For and on behalf of Gordon Levy Limited | |||||||||
Statutory Auditors | |||||||||
Suite 5, 4th Floor | |||||||||
3 Universal Square | |||||||||
Devonshire Street North | |||||||||
Manchester | |||||||||
M12 6JH | |||||||||
Remium Limited Statement of Comprehensive Income |
for the year ended 31 December 2025 | |||||||||||
Notes | Year to 31 December 2025 | Period 1 July 2023 to 31 December 2024 | |||||||||
£ | £ | ||||||||||
Revenue | 4 | ||||||||||
Distribution costs and selling expenses | ( | ( | |||||||||
Administrative expenses | ( | ( | |||||||||
Operating loss | 5 | ( | ( | ||||||||
Interest payable and similar charges | 8 | ( | |||||||||
Loss on ordinary activities before taxation | ( | ( | |||||||||
Taxation | 9 | ||||||||||
Loss for the financial year after taxation | ( | ( | |||||||||
Other comprehensive income | - | - | |||||||||
Total comprehensive income/(loss) | ( | ( | |||||||||
There were no recognised gains and losses for the current and preceding financial year other than those included in the profit and loss account above. | |||||||||||
The results above are derived from continued operations. | |||||||||||
The notes form part of these financial statements. | |||||||||||
Remium Limited Statement of Financial Position |
at | ||||||||||
Company No. | Notes | As at 31 December 2025 | As at 31 December 2024 | |||||||
£ | £ | |||||||||
Fixed assets | ||||||||||
Tangible assets | 10 | |||||||||
Current assets | ||||||||||
Debtors | 11 | |||||||||
Cash at bank and in hand | ||||||||||
Creditors: Amounts falling due within one year | 12 | ( | ( | |||||||
Net current assets/(liabilities) | ( | |||||||||
Total assets less current liabilities | ( | |||||||||
Net assets/(liabilities) | ( | |||||||||
Capital and reserves | ||||||||||
Called up share capital | 13 | |||||||||
Convertible loan reserve | 15 | |||||||||
Profit and loss account | ( | ( | ||||||||
Total equity | ( | |||||||||
The notes form part of these financial statements. | ||||||||||
Approved by the board on 22 July 2026 and signed on its behalf by: | ||||||||||
R. Salcedo Sanchez | ||||||||||
Director | ||||||||||
22 July 2026 | ||||||||||
Remium Limited Statement of Changes in Equity |
for the year ended 31 December 2025 | ||||||||||||
Share Capital | Convertible loan reserve | Retained earnings | Total equity | |||||||||
£ | £ | £ | £ | |||||||||
At 1 July 2023 | 302,059 | 108,502 | (427,577) | (17,016) | ||||||||
Loss for the period | ( | (790,579) | ||||||||||
Transfers | 76,537 | - | ||||||||||
At 31 December 2024 and 1 January 2025 | ( | ( | ||||||||||
Shares issued during the period | - | - | ||||||||||
Loss for the period | - | - | ( | ( | ||||||||
Transfer on conversion | - | (185,039) | - | ( | ||||||||
At 31 December 2025 | ( | |||||||||||
The notes form part of these financial statements. | ||||||||||||
Remium Limited Statement of Cash Flows |
for the year ended 31 December 2025 | ||||||
Year to 31 December 2025 | Period 1 July 2023 to 31 December 2024 | |||||
£ | £ | |||||
Cash flows from operating activities | ||||||
Operating loss | (570,527) | (774,668) | ||||
Adjustments for: | ||||||
Depreciation of property, plant and equipment | 10,513 | 15,527 | ||||
Decrease in trade and other receivables | 12,826 | 12,236 | ||||
Increase in trade and other payables | 126,410 | 815,440 | ||||
Net cash (used in)/generated from operations | (420,778) | 68,535 | ||||
Interest (paid)/ received | ||||||
Net cash (used in)/generated from operating activities | ( | |||||
Cash flows from investing activities | ||||||
Payments for property, plant and equipment | ( | |||||
Net cash used in investing activities | ( | |||||
Cash flows from financing activities | ||||||
Drawing/ (repayment) of investor loans | ||||||
Net cash from financing activities | ||||||
Net increase in cash and cash equivalents | ||||||
Cash and cash equivalents at the beginning of the year | 539,698 | 336,703 | ||||
Cash and cash equivalents at the end of the year | 645,703 | 539,698 | ||||
Components of cash and cash equivalents | ||||||
Cash and bank balances | ||||||
645,703 | 539,698 | |||||
The notes form part of these financial statements. | ||||||
Remium Limited Notes to the Financial Statements |
for the year ended 31 December 2025 | ||||||||||||||||
1 | General information | |||||||||||||||
Remium Limited is a private company limited by shares and incorporated in England and Wales. | ||||||||||||||||
The company's registered number is: 12227815 | ||||||||||||||||
The company's registered office is: | ||||||||||||||||
The financial statements have been prepared under the historical cost convention. | ||||||||||||||||
The financial statements have been prepared in accordance with FRS 102 - The Financial Reporting Standard applicable in the UK and Republic of Ireland and the Companies Act 2006. | ||||||||||||||||
Going concern | ||||||||||||||||
These financial statements have been prepared on a going concern basis. The directors, having considered the financial position of the company for a period of at least twelve months from the date of signing these financial statements, have no reason to believe that a material uncertainty exists that may cast doubt about the ability of the company to continue as a going concern. Accordingly, the directors have a reasonable expectation that the company will continue in operational existence and therefore they continue to adopt the going concern basis of accounting to prepare the financial statements. | ||||||||||||||||
1 | ||||||||||||||||
2 | Accounting policies | |||||||||||||||
Revenue | ||||||||||||||||
Remium's revenue stems from its activity as an agent, processing transactions actioned by its clients. Turnover is earned as fee revenue on each transaction made clients, and as revenue from foreign exchange transactions on foreign currency transactions undertaken by its clients. | ||||||||||||||||
Fee revenue | ||||||||||||||||
The Company charges a fee based on the value of transactions processed. Fee revenue is recognised on transactions made by the Company's clients at the transaction date at the contractual rate. | ||||||||||||||||
Revenue from foreign exchange transactions | ||||||||||||||||
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 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 temporary differences Deferred tax assets are generally recognised for all deductible timing differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. No deferred tax asset has been recognised in this period as it is not deemed 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. The measurement of deferred tax liabilities and assets 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. | ||||||||||||||||
Tangible fixed assets and depreciation | ||||||||||||||||
At each balance sheet date, the Company reviews the carrying amounts of its property, plant and equipment to determine whether there is any indication that any items of property, plant and equipment have suffered an impairment loss. If any such indication exists, the recoverable amount of an asset is estimated in order to determine the extent of the impairment loss. | ||||||||||||||||
Equipment | ||||||||||||||||
Trade and other debtors | ||||||||||||||||
Cash and cash equivalents | ||||||||||||||||
Financial instruments | ||||||||||||||||
The Company enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities such as trade and other accounts receivable and payable. The company also received an interest-free director loan in 2025. | ||||||||||||||||
The company also has a convertible loan agreement in place. | ||||||||||||||||
The convertible loan note is accounted for as a compound financial instrument under FRS 102 section 22. | ||||||||||||||||
On initial recognition, the liability component is measured at the present value of future cash flows, discounted at the market rate for similar non-convertible debt. This creditor balance is held under 'other loans'. The equity component, held under other reserves, is the residual amount of the proceeds received after deducting the fair value of the liability component. | ||||||||||||||||
Subsequently, the equity component is recognised in a separate reserve within equity and is not remeasured. The liability component is subsequently measured at amortised cost using the effective interest method, with finance charges recognised in profit or loss over the term of the loan note. | ||||||||||||||||
Trade and other creditors | ||||||||||||||||
Related parties | ||||||||||||||||
For the purposes of these financial statements, a party is considered to be related to the Company if: • the party has the ability, directly or indirectly, through one or more intermediaries, to control the Company or exercise significant influence over the company in making financial and operating policy decisions, or has joint control over the Company; • the Company and the party are subject to common control; • the party is an associate of the Company or a joint venture in which the Company is a venturer; • the party is a member of key management personnel of the Company or the Company’s parent, or a close family member of such an individual, or is an entity under the control, joint control or significant influence of such individuals; • the party is a close family member of a party referred to in (i) or is an entity under the control, joint control or significant influence of such individuals; or • the party is a post-employment benefit plan which is for the benefit of employees of the Company or of any entity that is a related party of the Company. Close family members of an individual are those family members who may be expected to influence, or be influenced by, that individual in their dealings with the entity. | ||||||||||||||||
Foreign currencies | ||||||||||||||||
The functional and presentational currency of the company is Sterling. The accounts are rounded to the nearest pound. | ||||||||||||||||
Defined contribution pensions | ||||||||||||||||
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. | ||||||||||||||||
The contributions are recognised as expenses when they fall due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds. | ||||||||||||||||
Customer funds | ||||||||||||||||
Customer funds received in connection with the Company's regulated activities are recognised within cash at bank, with a corresponding customer liability recognised within creditors. | ||||||||||||||||
Provisions | ||||||||||||||||
Provisions are charged as an expense to the Income Statement in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Statement of Financial Position date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position. | ||||||||||||||||
3 | Critical accounting judgements and key sources of estimation uncertainty | |||||||||||||||
The key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below. | ||||||||||||||||
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements: | ||||||||||||||||
(i) Useful economic lives of tangible assets: The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets. | ||||||||||||||||
(ii) Going concern: The accounts have been prepared on a going concern basis. The directors' believe that the entity is a going concern as it receives ongoing support from investors as required. | ||||||||||||||||
(iii) Deferred tax asset: Deferred tax assets may only be recognised if it is probable that they will be recovered. | ||||||||||||||||
4 | Revenue Analysis | |||||||||||||||
Year to 31 December 2025 | Period 1 July 2023 to 31 December 2024 | |||||||||||||||
£ | £ | |||||||||||||||
Revenue, analysed geographically between markets, was as follows: | ||||||||||||||||
United Kingdom | ||||||||||||||||
Revenue, analysed by category, was as follows: | 2025 | 2024 | ||||||||||||||
£ | £ | |||||||||||||||
Rendering of services | ||||||||||||||||
5 | Operating Loss | |||||||||||||||
Year to 31 December 2025 | Period 1 July 2023 to 31 December 2024 | |||||||||||||||
This is stated after charging: | £ | £ | ||||||||||||||
Depreciation of owned fixed assets | ||||||||||||||||
Foreign exchange loss/(profit) | (649) | 22,459 | ||||||||||||||
Auditors' remuneration for: | ||||||||||||||||
Audit of the company's annual accounts | ||||||||||||||||
6 | Staff costs | |||||||||||||||
Year to 31 December 2025 | Period 1 July 2023 to 31 December 2024 | |||||||||||||||
Staff costs during the year (including directors) were as follows: | £ | £ | ||||||||||||||
Wages and salaries | ||||||||||||||||
Social security costs | ||||||||||||||||
Other pension costs | ||||||||||||||||
Total in company | 385,768 | 1 | 329,300 | |||||||||||||
The average monthly number of employees (including directors) during the year was: | Number | Number | ||||||||||||||
Administration | ||||||||||||||||
Total in company | ||||||||||||||||
7 | Directors' remuneration | |||||||||||||||
Year to 31 December 2025 | Period 1 July 2023 to 31 December 2024 | |||||||||||||||
Remuneration included within staff costs - Note 6 - in respect of directors was as follows: | £ | £ | ||||||||||||||
Directors' emoluments | ||||||||||||||||
Pension contributions | 220 | 294 | ||||||||||||||
Total remuneration | 204,645 | 269,867 | ||||||||||||||
The remuneration of the highest paid director was £141,925 (2024: £137,073). | ||||||||||||||||
Pension contributions in respect of the highest paid director were £220 (2024: £294) | ||||||||||||||||
8 | Interest payable and similar charges | |||||||||||||||
Interest accrued on the convertible loan has been reversed in line with the convertible loan agreement. | ||||||||||||||||
Year to 31 December 2025 | Period 1 July 2023 to 31 December 2024 | |||||||||||||||
£ | £ | |||||||||||||||
Other interest payable | ( | |||||||||||||||
( | ||||||||||||||||
9 | Taxation | |||||||||||||||
(a) Tax on profit on ordinary activities | ||||||||||||||||
Year to 31 December 2025 | Period 1 July 2023 to 31 December 2024 | |||||||||||||||
£ | £ | |||||||||||||||
The tax charge is made up as follows: | ||||||||||||||||
UK corporation tax | - | - | ||||||||||||||
(b) Factors affecting the total tax charge for the period | ||||||||||||||||
Remium Limited are carrying forward losses of £1,783,882 (2024: £1,238,029). The deferred tax asset related to those losses at the current tax rate is £445,971 (2024: £309,507) but it is not recognised in the accounts because it is uncertain whether the company will use the carried forward losses in the near future. The differences are reconciled below: | ||||||||||||||||
Loss on ordinary activities before tax | (554,616) | (790,579) | ||||||||||||||
Standard rate of corporation tax in the United Kingdom | 25% | 25% | ||||||||||||||
Loss on ordinary activities | (554,616) | (790,579) | ||||||||||||||
Capital allowances | (1,750) | - | ||||||||||||||
Depreciation charge | 10,513 | 15,527 | ||||||||||||||
Losses brought forward | (1,238,029) | (462,977) | ||||||||||||||
Total taxable losses | (1,783,882) | (1,238,029) | ||||||||||||||
Deferred tax (unrecognised) | (445,971) | (309,507) | ||||||||||||||
10 | Tangible fixed assets | |||||||||||||||
Computer equipment | Office equipment | Total | ||||||||||||||
£ | £ | £ | ||||||||||||||
Cost | ||||||||||||||||
At 1 January 2025 | ||||||||||||||||
Additions | ||||||||||||||||
At 31 December 2025 | ||||||||||||||||
Depreciation and impairment | ||||||||||||||||
At 1 January 2025 | ||||||||||||||||
Charge for the year | ||||||||||||||||
At 31 December 2025 | ||||||||||||||||
Net book values | ||||||||||||||||
At 31 December 2025 | ||||||||||||||||
At 31 December 2024 | ||||||||||||||||
11 | Debtors | |||||||||||||||
As at 31 December 2025 | As at 31 December 2024 | |||||||||||||||
£ | £ | |||||||||||||||
Other debtors | ||||||||||||||||
Prepayments and accrued income | ||||||||||||||||
12 | Creditors: | |||||||||||||||
amounts falling due within one year | ||||||||||||||||
As at 31 December 2025 | As at 31 December 2024 | |||||||||||||||
£ | £ | |||||||||||||||
Other loans | ||||||||||||||||
Trade creditors | ||||||||||||||||
Amounts owed to parent undertaking | ||||||||||||||||
Other taxes and social security | ||||||||||||||||
Loans from directors | ||||||||||||||||
Customer balances | ||||||||||||||||
Accruals and deferred income | ||||||||||||||||
Included within Cash at bank are safeguarded customer funds of £239,680 (2024: £203,822), with a corresponding liability recognised as customer funds. | ||||||||||||||||
13 | Share Capital | |||||||||||||||
During the financial year, 1,800,000 ordinary shares of £1 were issued due to the conversion of the convertible loan note. | ||||||||||||||||
Called-up share capital represents the nominal value of shares that have been issued. | Nominal value | 2025 | As at 31 December 2025 | As at 31 December 2024 | ||||||||||||
Number | £ | £ | ||||||||||||||
Allotted, called up and fully paid: | ||||||||||||||||
14 | Net debt | |||||||||||||||
Net debt consists of cash and cash equivalents and interest‑bearing borrowings. Cash flows represent movements arising from financing and operating activities. Non‑cash movements include the recognition of new lease liabilities, foreign exchange adjustments, and the unwinding of discounts where applicable. | ||||||||||||||||
During the year, the company’s convertible loan note was converted into equity in accordance with the terms of the instrument. As a result, the liability previously recognised within interest‑bearing borrowings was derecognised and transferred to equity. The conversion represents a non‑cash movement in the reconciliation of net debt, reducing borrowings and increasing share capital. No cash was exchanged as part of the conversion and there was no allotment at a discount. | ||||||||||||||||
At 1 January 2025 | Cash flows | Non-cash movements | At 31 December 2025 | |||||||||||||
Cash and cash equivalents | 539,698 | 106,005 | - | 645,703 | ||||||||||||
Convertible loan | 1,102,339 | (528,533) | (573,806) | - | ||||||||||||
Loans from directors | - | 16,125 | - | 16,125 | ||||||||||||
Net debt | 1,642,037 | (406,403) | (573,806) | 661,828 | ||||||||||||
15 | Reserves | |||||||||||||||
Other reserves | Convertible loan reserve | Total other reserves | ||||||||||||||
£ | £ | |||||||||||||||
At 1 January 2024 | ||||||||||||||||
Movements | ||||||||||||||||
At 31 December 2024 and 1 January 2025 | ||||||||||||||||
Movements | ( | ( | ||||||||||||||
At 31 December 2025 | ||||||||||||||||
16 | Cash and cash equivalents | |||||||||||||||
At 1 January 2025 | Cash flows | New HP/Finance leases | At 31 December 2025 | |||||||||||||
£ | £ | £ | £ | |||||||||||||
Cash and cash equivalents | - | |||||||||||||||
106,005 | - | |||||||||||||||
17 | Related party disclosures | |||||||||||||||
Key management personnel | ||||||||||||||||
Key management remuneration is detailed in note 7 above. | ||||||||||||||||
Amounts owed to related parties at the year end were: | ||||||||||||||||
As at 31 December 2025 | As at 31 December 2024 | |||||||||||||||
£ | £ | |||||||||||||||
Ricardo Salcedo Sanchez, interest free director's loan | 16,125 | - | ||||||||||||||
Mountain Valley Inc Limited, liability component of shareholder's convertible loan (see terms in note 14) | - | 386,739 | ||||||||||||||
Mountain Valley Inc Limited, amount owing to parent undertaking | 51,920 | - | ||||||||||||||
68,045 | 386,739 | |||||||||||||||
During the financial year, the convertible loan was converted from debt to 1,800,000 ordinary shares of £1 each. | ||||||||||||||||
Controlling party | ||||||||||||||||
The parent entity is Mountain Valley Inc Limited. The ultimate controlling party is Corey James by virtue of his shareholding in Remium Limited and its immediate parent. The parent entity does not prepare group accounts. | ||||||||||||||||
The parent's registered office address is: | ||||||||||||||||
78 Cannon Street, London, England, EC4N 6HL | ||||||||||||||||