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Registered number: 03991840









mkodo Limited









Annual Report and Financial Statements

For the Year Ended 31 December 2025

 
mkodo Limited
 
 
Company Information


Directors
D E Pollard 
U Ganbold 
D Da Silva (appointed 15 April 2026)




Registered number
03991840



Registered office
Third Floor
2 Throgmorton Avenue

London

EC2N 2DG




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

3 Stockport Exchange

Stockport

Cheshire

SK1 3GG





 
mkodo Limited
 

Contents



Page
Strategic Report
 
1 - 3
Directors' Report
 
4 - 5
Independent Auditors' Report
 
6 - 9
Statement of Income and Retained Earnings
 
10
Statement of Financial Position
 
11
Notes to the Financial Statements
 
12 - 26

 
mkodo Limited
 
 
Strategic Report
For the Year Ended 31 December 2025

Introduction
 
This strategic report provides a concise overview of the financial performance and position of mkodo Limited for the fiscal year ended 31 December 2025.

2025 was a transitional year for mkodo Limited, marked by strategic realignment, targeted investment, and purposeful evolution across our product and service portfolio. While the business navigated shifts in client demand and industry change, the year reinforced our long-term direction and strengthened the foundations for sustainable future growth.

Business review
 
Throughout 2025, mkodo continued to deliver high quality digital products and services, further solidifying our reputation as a trusted partner in the Betting, Gaming and Digital Experience sectors.

A defining milestone this year was our expansion into the South American market, where GeoLocs (our location compliance platform) processed almost a billion transactions and continued to strengthen its position. As GeoLocs evolved into a core strategic pillar, its scaling accelerated, driving broader market adoption across multiple regions and reinforcing our recurring revenue base and providing a foundation for strong growth. 

Although one major client streamlined their service requirements, resulting in a short-term revenue impact, this transition enabled us to redirect resources toward higher-growth opportunities, particularly those aligned with our long-term strategic roadmap.

In 2025, the Executive team focused on enhancing operational efficiency while accelerating investments in areas critical to our future positioning. We also advanced our product and service offerings, enabling deeper client engagement and supporting expansion into emerging markets.

Despite the challenges associated with this transitional year, mkodo maintained strong client retention, delivered multiple flagship app projects, and continued to demonstrate reliability and delivery excellence.

Key Highlights

2025 was defined by positive strategic progress in this transitional environment:
 
Accelerated expansion of GeoLocs, with growing adoption and increasing recurring revenue streams from this standout product.
Delivery of multiple flagship apps, maintaining mkodo’s high standards for usability and performance.
Continued investment in innovation across location verification, user experience, and self-service lottery ticket retail solution.
Improved operational scalability, supported by new tooling, maturing processes, and stronger information security frameworks.
Investment in people remained a priority, with the company’s transition enabling a sharper focus on talent development and capability growth aligned to our future strategy.

These achievements demonstrate mkodo’s strength and progress during a year of transition.

 
Page 1

 
mkodo Limited
 

Strategic Report (continued)
For the Year Ended 31 December 2025

Financial Performance

2025 reflected both the challenges and opportunities of a transitional year. While revenues were impacted by a long-time client reducing their service scope, mkodo continued to deliver disciplined execution and strong underlying performance.

Total revenues reached £14.0m (2024: £14.0m). 
Gross profit margin declined modestly, reflecting higher staff pension costs following an increase in company-wide contribution rates and the allocation of delivery resources to capitalised strategic projects intended to support future revenue and margin growth.
Operating expenses increased in line with our strategic growth plans, including increased investments in marketing and other related expenditures. Professional services spending rose during the year, driven by the support required to implement the company’s strategy.
Net profit closed at £1.0m (2024: £2.1m) reflecting disciplined management during a year of transition.

The company retains a healthy financial position, with a solid asset base and controlled liabilities, providing stability and capacity for continued investment.

Principal risks and uncertainties
 
mkodo operates in a dynamic technology and regulatory landscape that requires constant adaptation. During this transitional year, risk management remained a core focus.

Commercial risk - With the Betting and Gaming industry shaped by regulatory changes and shifting political contexts, mkodo maintained strong oversight to anticipate and respond to evolving client needs.

Technology & Market risk - Rapid innovation, particularly in AI, data privacy, and digital distribution, continued to drive the need for investment. Our product and service roadmap advanced accordingly.

Liquidity risk - Prudent liquidity management ensured that the company remained able to meet obligations while supporting group cash flow.

Compliance risk - Following successful ISO27001 accreditation, mkodo strengthened governance and internal processes throughout 2025 to maintain alignment with best practices. We also initiated the process to obtain SOC II certification, particularly to support our growth in North America, which we intend to complete in 2026. To date this process is on-track and meeting the company's expectations.

Currency risk - Currency exposure continues to be managed in line with Group policies and supported by our financial services provider.

Financial key performance indicators
 
   2025   2024
Turnover
   £14,030,857  £14,039,869
Profit before tax  £1,341,618  £2,640,846

Page 2

 
mkodo Limited
 

Strategic Report (continued)
For the Year Ended 31 December 2025

Other key performance indicators
 
   2025   2024
Employee numbers
  117   109

Conclusion

2025 was a significant year of transition for mkodo - one that required adaptation, strategic focus, and thoughtful investment. Although the year included changes in client demand, it also enabled us to strengthen our strategic position, elevate GeoLocs, enhance operational maturity, and refocus on the areas with the highest potential for long-term value creation.

With a clearer strategic direction, a strengthened technology foundation, and a committed and talented team, mkodo enters 2026 well-positioned to capture new opportunities and deliver sustainable growth for clients, partners, and shareholders.


This report was approved by the board and signed on its behalf.



D Da Silva
Director

Date: 15 June 2026
Page 3

 
mkodo Limited
 
 
 
Directors' Report
For the Year Ended 31 December 2025

The directors present their report and the financial statements for the year ended 31 December 2025.

Principal activity

The principal activity of the company is the supply and maintenance of customised user experiences, best-in-class apps and websites and Geo-Compliance solutions exclusively for the regulated Betting, Gaming and Lottery (BGL) industry globally.

Directors

The directors who served during the year were:

D E Pollard 
S B Godfree (resigned 15 April 2026)
U Ganbold 

Results and dividends

The profit for the year, after taxation, amounted to £955,916 (2024 - £2,130,039).

The directors do not recommend payment of a final dividend.

Directors' Responsibilities Statement

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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgements 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Future developments

Key objectives for the upcoming year include entering new markets with our best-in-market product offerings, working in partnership with our clients to achieve the highest levels of client satisfaction and continually innovating our product offerings and business processes. 

Page 4

 
mkodo Limited
 
 
 
Directors' Report (continued)
For the Year Ended 31 December 2025

Matters covered in the Strategic Report

The directors have chosen to set out the disclosures relating to financial risk objectives & policies and information on exposure to liquidity risk and cash flow risk in the strategic report.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditorsHurst Accountants Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





D Da Silva
Director

Date: 15 June 2026
Page 5

 
mkodo Limited
 
 
 
Independent Auditors' Report to the Members of mkodo Limited
 

Opinion


We have audited the financial statements of mkodo Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 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:


give a true and fair view of the state of the Company's affairs as at 31 December 2025 and of its profit 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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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 Company's ability to continue as a going concern for a period of at least twelve 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 Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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 course of 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.


Page 6

 
mkodo Limited
 
 
 
Independent Auditors' Report to the Members of mkodo Limited (continued)


Opinion 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 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 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 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
 

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.

Auditors' 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 Auditors' 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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Page 7

 
mkodo Limited
 
 
 
Independent Auditors' Report to the Members of mkodo Limited (continued)


Identifying and assessing potential risks related to irregularities

In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
The outcome of enquiries of local management and parent company management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud.
Supporting documentation relating to the company's policies and procedures for:
°Identifying, evaluating, and complying with laws and regulations.
°Detecting and responding to the risks of fraud.
The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
The legal and regulatory framework in which the company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, anti-bribery and corruption legislation, and Gambling Commission regulations.

Audit response to risk identified

Our procedures to respond to the risk identified included the following:
 
Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements.
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud.
Evaluation of the operating effectiveness of management's controls designed to prevent and detect irregularities.
Enquiring of management about any actual and potential litigation and claims.
Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud.

We have also considered the risk of fraud through management override of controls by:

Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error.
Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.



 
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

Page 8

 
mkodo Limited
 
 
 
Independent Auditors' Report to the Members of mkodo Limited (continued)



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 our Auditors' 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 2006Our 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.





Chris Stewardson (Senior Statutory Auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants
Statutory Auditors
3 Stockport Exchange
Stockport
Cheshire
SK1 3GG

16 June 2026
Page 9

 
mkodo Limited
 
 
Statement of Income and Retained Earnings
For the Year Ended 31 December 2025

2025
2024
Note
£
£

  

Turnover
 4 
14,030,857
14,039,869

Cost of sales
  
(9,420,384)
(8,862,893)

Gross profit
  
4,610,473
5,176,976

Administrative expenses
  
(3,713,532)
(3,175,105)

Other operating income
 5 
444,677
638,975

Operating profit
 6 
1,341,618
2,640,846

Tax on profit
 10 
(385,702)
(510,807)

Profit after tax
  
955,916
2,130,039

  

  

Retained earnings at the beginning of the year
  
6,901,296
4,771,257

Profit for the year
  
955,916
2,130,039

Retained earnings at the end of the year
  
7,857,212
6,901,296

The notes on pages 12 to 26 form part of these financial statements.
Page 10

 
mkodo Limited
Registered number: 03991840

Statement of Financial Position
As at 31 December 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 11 
2,526,194
1,624,735

Tangible assets
 12 
127,693
129,296

  
2,653,887
1,754,031

Current assets
  

Debtors: amounts falling due within one year
 13 
7,888,190
7,826,955

Cash at bank and in hand
 14 
215,977
88,934

  
8,104,167
7,915,889

Creditors: amounts falling due within one year
 15 
(2,022,564)
(2,127,598)

Net current assets
  
 
 
6,081,603
 
 
5,788,291

Total assets less current liabilities
  
8,735,490
7,542,322

Provisions for liabilities
  

Deferred tax
 16 
(661,149)
(423,897)

Net assets
  
8,074,341
7,118,425


Capital and reserves
  

Called up share capital 
 17 
10,820
10,820

Share premium account
 18 
206,094
206,094

Capital redemption reserve
 18 
215
215

Profit and loss account
 18 
7,857,212
6,901,296

  
8,074,341
7,118,425


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




D Da Silva
Director

Date: 15 June 2026

The notes on pages 12 to 26 form part of these financial statements.

Page 11

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

1.


General information

mkodo Limited is a private company limited by members capital incorporated in England and Wales. The registered office and principal place of business is Third Floor, 2 Throgmorton Avenue, London, EC2N 2DG.

The nature of the company's operation and its principal activity is the creation of customised user experiences and best-in-class apps and websites exclusively for sportsbook, casino and lottery operators.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

  
2.2

Financial reporting standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
 
the requirement of Section 7 Statement of Cash Flows
the requirement of Section 3 Financial Statement Presentation paragraph 3.17 (d)
the requirement of Section 11 Basic Financial Instruments and Section 12 Other Financial Instruments
the requirement of Section 33 Related Party Disclosures paragraph 33.7
 
This information is included in the consolidated financial statements of Pollard Banknote Limited as at 31 December 2025 and these financial statements may be obtained from its website, www.pollardbanknote.com.

 
2.3

Going concern

These financial statements are prepared on the going concern basis. The directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future. The company generated a profit after tax of £955,916 (2024: £2,130,039) for the year ended 31 December 2025. At the balance sheet date the company had net assets of £8,074,341 (2024: £7,118,425) including cash at bank of £215,977 (2024: £88,934).

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Page 12

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
 
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Revenue represents net invoiced sales of services, excluding value added tax, together with any amounts recoverable on contracts. 

Long term contract income is recognised in line with progress on the project or where relating to a quantifiable service a proportion of the income is recognised based on the amount of that service provided during the period. The amount by which revenue exceeds payments on account is classified as accrued income and included in debtors; to the extent that payments on account exceed relevant revenue and work in progress balances, the excess is included as deferred income.

Where a long term contract is anticipated to make a foreseeable loss the loss is recognised in full during the period and is included as a provision.

Page 13

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

2.Accounting policies (continued)

 
2.6

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Pensions

Defined contribution pension plan

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 an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

 
2.8

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.


Page 14

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

2.Accounting policies (continued)

 
2.9

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 Amortisation is provided on the following bases:

Software development
-

20-33% straight line

During the year, the amortisation policy was revised from 33% to 20% for new assets capitalised.

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Furniture, fixtures, fittings & equipment
-
20-33% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.11

Debtors

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

 
2.12

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. 

 
2.13

Creditors

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

Page 15

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

2.Accounting policies (continued)

 
2.14

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where these judgements and estimates have been made include:

Accrued income

Revenue from the design and development contracts is assessed on an individual basis with revenue earned being ascertained based on time spent to date. The revenue earned in excess of the revenue billed is recognised as accrued income. The time costs incurred on a particular contract are assessed regularly and subject to management review, who make an estimate of the recoverable value of the contract.

Loss-making contracts

The performance on the design and development contracts is assessed regularly by the management, who assess the overall future expected income and costs. Where a contract is expected to be loss making the management will provide for the future expected loss in full at the reporting date.

Amortisation of intangible fixed assets

Amortisation is calculated to write off the cost in equal annual instalments over their estimated useful lives once the asset comes in to economic use, as ascertained by management. 

Page 16

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

4.


Turnover

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Provision of services
14,030,857
14,039,869


Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
153,342
979,957

Europe
1,360,918
1,966,048

Rest of the World
12,516,597
11,093,864

14,030,857
14,039,869



5.


Other operating income

2025
2024
£
£

RDEC receivable
377,159
638,174

Insurance claims receivable
-
801

VAT refund
67,518
-

444,677
638,975



6.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Exchange differences
40,897
42,095

Other operating lease rentals
224,029
209,567

Page 17

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

7.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:



2025
2024
£
£



Fees payable for the audit of the Company's financial statements
14,700
14,135

Fees payable for preparation of statutory accounts
4,900
4,675

Fees payable for taxation compliance services
4,900
4,465

24,500
23,275


8.


Employees

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


2025
2024
£
£

Wages and salaries
6,395,050
5,845,838

Social security costs
946,334
792,027

Cost of defined contribution scheme
518,064
239,598

7,859,448
6,877,463


The average monthly number of employees, including the directors, during the year was as follows:


        2025
        2024
            No.
            No.







Admin / Finance / IT
15
8



Sales and Marketing
9
7



Operations
93
94

117
109

Page 18

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

9.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
336,021
313,516

Company contributions to defined contribution pension schemes
33,779
14,873

369,800
328,389


During the year retirement benefits were accruing to 2 directors (2024 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £227,465 (2024 - £211,343).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £18,615 (2024 - £9,630).


10.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
146,274
279,878

Adjustments in respect of previous periods
-
(136,186)


Group taxation relief
2,176
183,889


Total current tax
148,450
327,581

Deferred tax


Origination and reversal of timing differences
237,252
183,226


Tax on profit
385,702
510,807
Page 19

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025
 
10.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
1,341,618
2,640,846


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
335,405
660,212

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
6,648
4,079

Adjustments to corporation tax charge in respect of prior periods
-
(136,186)

Adjustments to deferred tax charge in respect of prior periods
-
4,353

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
44,172
(21,651)

Other differences leading to an increase (decrease) in the tax charge
(523)
-

Total tax charge for the year
385,702
510,807


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 20

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

11.


Intangible assets




Software development

£



Cost


At 1 January 2025
2,283,000


Additions - internal
1,473,276


Disposals
(27,025)



At 31 December 2025

3,729,251



Amortisation


At 1 January 2025
658,265


Charge for the year
544,792



At 31 December 2025

1,203,057



Net book value



At 31 December 2025
2,526,194



At 31 December 2024
1,624,735

The disposal of £27,025 related to assets that had not yet been brought into use, therefore there is no balance for amortisation on disposal.



Page 21

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

12.


Tangible fixed assets





Furniture, fixtures, fittings & equipment

£



Cost or valuation


At 1 January 2025
614,219


Additions
65,327


Disposals
(141,812)



At 31 December 2025

537,734



Depreciation


At 1 January 2025
484,923


Charge for the year
66,930


Disposals
(141,812)



At 31 December 2025

410,041



Net book value



At 31 December 2025
127,693



At 31 December 2024
129,296
Page 22

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

13.


Debtors

2025
2024
£
£

Trade debtors
833,188
1,295,988

Amounts owed by group undertakings
5,713,896
4,281,357

Amounts owed by related parties
55,885
87,048

Other debtors
706,043
809,582

Prepayments
462,282
227,441

Amounts recoverable on long-term contracts
116,896
1,125,539

7,888,190
7,826,955


Other debtors includes RDEC tax credits, recoverable deposits, and VAT recoverable.


14.


Cash

2025
2024
£
£

Cash at bank and in hand
215,977
88,934



15.


Creditors: Amounts falling due within one year

2025
2024
£
£

Trade creditors
366,570
470,490

Amounts owed to group undertakings
186,430
184,619

Corporation tax
331,862
279,878

Other taxation and social security
247,586
202,572

Other creditors
17,578
70,002

Accruals and deferred income
872,538
920,037

2,022,564
2,127,598


Amounts owed to group undertakings are unsecured, interest-free, and repayable on demand.

Page 23

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

16.


Deferred taxation




2025


£






At beginning of year
(423,897)


Charged to profit or loss
(237,252)



At end of year
(661,149)

The provision for deferred taxation is made up as follows:

2025
2024
£
£


Accelerated capital allowances on intangibles
(663,472)
(438,508)

Tax losses carried forward
-
14,611

Other timing differences
2,323
-

(661,149)
(423,897)


17.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



988,500 (2024 - 988,500) Ordinary shares of £0.01 each
9,885
9,885
93,500 (2024 - 93,500) A Ordinary shares of £0.01 each
935
935

10,820

10,820

The Ordinary shares of £0.01 each and the A Ordinary shares of £0.01 each rank pari passu in all respects, except for the A Ordinary shares of £0.01 each do not have any voting rights or rights to dividends.


Page 24

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

18.


Reserves

Share premium account

The share premium account is an equity account that represents the additional amount shareholders paid for the issued shares that were in excess of the par value.

Capital redemption reserve

The capital redemption reserve represents the nominal value of shares that have been purchased by the company and cancelled. The reserve is non-distributable and can only be used for limited purposes as set out in the Companies Act 2006.

Profit and loss account

The profit and loss account reserve is the accumulation of profits and losses made by the company since incorporation, net of dividends paid.


19.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £518,064 (2024: £239,598). Contributions totalling £nil (2024: £55,875) were payable to the fund at the reporting date and are included in creditors.


20.


Commitments under operating leases

At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2025
2024
£
£


Not later than 1 year
162,304
162,304

Later than 1 year and not later than 5 years
261,700
424,004

424,004
586,308

Page 25

 
mkodo Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

21.


Related party transactions

The company has taken the exemption, in accordance with FRS 102 - Section 33 "Related Party Disclosures", from disclosing related party transactions entered into between members of a group, provided that any subsidiary which is party to the transaction is wholly owned by such a member.

Included within turnover during the year are sales receivable from a related company, with a balance included within trade debtors.


2025
2024
£
£

Turnover from a related company
1,017,896
1,272,440
Trade debtors due from a related company
55,885
87,048


22.


Controlling party

The Company is a subsidiary undertaking of Pollard Banknote Limited which is also the ultimate controlling party.

The group in which they are consolidated is that headed by Pollard Banknote Limited whose registered office address is 140 Otter Street, Winnipeg, Manitoba, Canada, R3T 0M8.
 
Page 26