| REGISTERED NUMBER: |
| Strategic Report, Directors' Report and |
| Financial Statements for the Year Ended 30 September 2025 |
| for |
| Finixio Ltd |
| REGISTERED NUMBER: |
| Strategic Report, Directors' Report and |
| Financial Statements for the Year Ended 30 September 2025 |
| for |
| Finixio Ltd |
| Finixio Ltd (Registered number: 11705811) |
| Contents of the Financial Statements |
| for the Year Ended 30 September 2025 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Directors' Report | 3 |
| Report of the Independent Auditors | 5 |
| Income Statement | 8 |
| Other Comprehensive Income | 9 |
| Statement of Financial Position | 10 |
| Statement of Changes in Equity | 11 |
| Statement of Cash Flows | 12 |
| Notes to the Statement of Cash Flows | 13 |
| Notes to the Financial Statements | 14 |
| Finixio Ltd |
| Company Information |
| for the Year Ended 30 September 2025 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Business Advisors and Statutory Auditors |
| 144-146 Kings Cross Road |
| King's Cross |
| WC1X 9DU |
| Finixio Ltd (Registered number: 11705811) |
| Strategic Report |
| for the Year Ended 30 September 2025 |
| The directors present their strategic report for the year ended 30 September 2025. |
| REVIEW OF THE BUSINESS |
| In line with the wider group restructuring strategy, the Company substantially ceased its trading activities with effect from 31 December 2024. Going forward, the Company is expected to be wound up as there are no further plans for the company. |
| ON BEHALF OF THE BOARD: |
| 18 September 2026 |
| Finixio Ltd (Registered number: 11705811) |
| Directors' Report |
| for the Year Ended 30 September 2025 |
| The directors present their report with the financial statements of the company for the year ended 30 September 2025. |
| CESSATION OF TRADING |
| The company ceased trading on 31 December 2024, and the profit and loss accounts shows the result of trading to this date. |
| As a result, the company is no longer considered a going concern and the financial statements have been prepared on a basis other than going concern. |
| The directors have reviewed the carrying value of assets and liabilities and adjusted them where necessary to reflect expected realisable values. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of |
| DIVIDENDS |
| No interim dividend was paid during the year. However, the directors recommend a dividend of £12,000,000 by utilising its revenue reserves. |
| EVENTS SINCE THE END OF THE YEAR |
| Information relating to events since the end of the year is given in the notes to the financial statements. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 October 2024 to the date of this report. |
| 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 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 these financial statements, the directors are required to: |
| - | select suitable accounting policies 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 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. |
| Finixio Ltd (Registered number: 11705811) |
| Directors' Report |
| for the Year Ended 30 September 2025 |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Finixio Ltd |
| Opinion |
| We have audited the financial statements of Finixio Ltd (the 'company') for the year ended 30 September 2025 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, Notes to the Financial Statements, 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, 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 30 September 2025 and of its 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 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 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 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. |
| 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 not appropriate. |
| Emphasis of matter (basis of preparation) |
| We draw attention to Note 02 to the financial statements which explains that the directors intend to liquidate the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in Note 02.Our opinion is not modified in respect of this matter. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Directors' Report, but does not include the financial statements and our Report of the Auditors thereon. |
| 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. |
| Report of the Independent Auditors to the Members of |
| Finixio Ltd |
| 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 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 where 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 three, 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 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. |
| As explained more fully in the Directors' Responsibilities Statement set out on page three, 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 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. |
| Report of the Independent Auditors to the Members of |
| Finixio Ltd |
| Auditors' responsibilities for the audit of the financial statements |
| Our objectives are to obtain reasonable assurance about whether the accounts 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 accounts. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. |
| We understood how the Company is complying with those legal and regulatory frameworks by making inquiries to management and those responsible for legal and compliance procedures. We corroborated our inquiries through our review of relevant documentation. |
| The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. No issues were identified in this area. We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included: |
| - Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud; |
| - Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; and |
| - Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations. |
| As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: |
| - Posting of unusual journals and complex transactions; or |
| - The use of management override of controls to manipulate results, or to cause the Company to enter into transactions not in its best interests. |
| 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. |
| 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 Report of the Auditors. |
| 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 we are required to state to them in a Report of the Auditors 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. |
| for and on behalf of |
| Business Advisors and Statutory Auditors |
| 144-146 Kings Cross Road |
| King's Cross |
| WC1X 9DU |
| Finixio Ltd (Registered number: 11705811) |
| Income Statement |
| for the Year Ended 30 September 2025 |
| 30.9.25 | 30.9.24 |
| Notes | £ | £ |
| TURNOVER |
| Cost of sales |
| GROSS (LOSS)/PROFIT | ( |
) |
| Administrative expenses |
| (1,441,079 | ) | (3,355,725 | ) |
| Other operating income |
| OPERATING LOSS | 4 | ( |
) | ( |
) |
| Interest payable and similar expenses | 6 |
| LOSS BEFORE TAXATION | ( |
) | ( |
) |
| Tax on loss | 7 |
| LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
| Finixio Ltd (Registered number: 11705811) |
| Other Comprehensive Income |
| for the Year Ended 30 September 2025 |
| 30.9.25 | 30.9.24 |
| Notes | £ | £ |
| LOSS FOR THE YEAR | ( |
) | ( |
) |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
( |
) |
| Finixio Ltd (Registered number: 11705811) |
| Statement of Financial Position |
| 30 September 2025 |
| 30.9.25 | 30.9.24 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 9 |
| CURRENT ASSETS |
| Debtors | 10 |
| Cash and cash equivalents |
| CREDITORS |
| Amounts falling due within one year | 11 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 12 |
| Retained earnings | 13 |
| SHAREHOLDER FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Finixio Ltd (Registered number: 11705811) |
| Statement of Changes in Equity |
| for the Year Ended 30 September 2025 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 October 2023 |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 30 September 2024 |
| Changes in equity |
| Issue of share capital | ( |
) | - | ( |
) |
| Dividends | - | ( |
) | ( |
) |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 30 September 2025 |
| Finixio Ltd (Registered number: 11705811) |
| Statement of Cash Flows |
| for the Year Ended 30 September 2025 |
| 30.9.25 | 30.9.24 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | ( |
) |
| Interest paid | ( |
) | ( |
) |
| Net cash from operating activities | ( |
) | ( |
) |
| Cash flows from investing activities |
| Purchase of intangible fixed assets | ( |
) |
| Sale of intangible fixed assets |
| Sale of tangible fixed assets | ( |
) |
| Loss on revaluation of assets | (18,207 | ) | - |
| Reclassified as current assets | 370,424 | - |
| Net cash from investing activities |
| Cash flows from financing activities |
| Share issue | ( |
) |
| Net cash from financing activities | ( |
) |
| Increase/(decrease) in cash and cash equivalents | ( |
) |
| Cash and cash equivalents at beginning of year |
2 |
1,334,134 |
| Cash and cash equivalents at end of year | 2 | 771,582 | 502,626 |
| Finixio Ltd (Registered number: 11705811) |
| Notes to the Statement of Cash Flows |
| for the Year Ended 30 September 2025 |
| 1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 30.9.25 | 30.9.24 |
| £ | £ |
| Loss before taxation | ( |
) | ( |
) |
| Depreciation charges |
| Loss on disposal of fixed assets |
| Loss on revaluation of fixed assets | 33,401 | - |
| Finance costs | 292,148 | 87,378 |
| (1,407,678 | ) | (1,008,576 | ) |
| Decrease/(increase) in trade and other debtors | ( |
) |
| Decrease in trade and other creditors | ( |
) | ( |
) |
| Cash generated from operations | ( |
) |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
| Year ended 30 September 2025 |
| 30.9.25 | 1.10.24 |
| £ | £ |
| Cash and cash equivalents | 771,582 | 502,626 |
| Year ended 30 September 2024 |
| 30.9.24 | 1.10.23 |
| £ | £ |
| Cash and cash equivalents | 502,626 | 1,334,134 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| At 1.10.24 | Cash flow | At 30.9.25 |
| £ | £ | £ |
| Net cash |
| Cash and cash equivalents | 502,626 | 268,956 | 771,582 |
| 502,626 | 771,582 |
| Total | 502,626 | 268,956 | 771,582 |
| Finixio Ltd (Registered number: 11705811) |
| Notes to the Financial Statements |
| for the Year Ended 30 September 2025 |
| 1. | STATUTORY INFORMATION |
| Finixio Ltd is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparation financial statements |
| The financial statements have been prepared in accordance with Financial Reporting Standard 102 and the Companies Act 2006. |
| The directors have determined that it is not appropriate to prepare the financial statements on a going concern basis as the company was ceased trading with effect from 31 December 2024. |
| Accordingly, the financial statements have been prepared on a basis other than going concern. |
| Turnover |
| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| Intangible assets |
| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Hire purchase and leasing commitments |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| Finixio Ltd (Registered number: 11705811) |
| Notes to the Financial Statements - continued |
| for the Year Ended 30 September 2025 |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was consistent with the operational requirements of the business. All employees were terminated on 31 December 2024 as part of a group restructuring programme. Accordingly, the company had no employees at the reporting date of 30 September 2025. |
| 30.9.25 | 30.9.24 |
| £ | £ |
| Directors' remuneration |
| 4. | OPERATING LOSS |
| The operating loss is stated after charging: |
| 30.9.25 | 30.9.24 |
| £ | £ |
| Other operating leases |
| Loss on disposal of fixed assets |
| Patents and licences amortisation |
| Foreign exchange differences |
| 5. | AUDITORS' REMUNERATION |
| 30.9.25 | 30.9.24 |
| £ | £ |
| Fees payable to the company's auditors for the audit of the company's financial statements |
15,500 |
62,500 |
| 6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 30.9.25 | 30.9.24 |
| £ | £ |
| Interest payable |
| 7. | TAXATION |
| No liability to UK corporation tax arose for the year ended 30 September 2025 nor for the year ended 30 September 2024. In view of the losses incurred before, ceasing to trade the company may be entitled to a terminal loss claim, which will be dealt with before winding up the company. |
| 8. | DIVIDENDS |
| 30.9.25 | 30.9.24 |
| £ | £ |
| Share capital shares of 2072 each |
| Final |
| Finixio Ltd (Registered number: 11705811) |
| Notes to the Financial Statements - continued |
| for the Year Ended 30 September 2025 |
| 9. | INTANGIBLE FIXED ASSETS |
| Crypto |
| Assets |
| £ |
| COST |
| At 1 October 2024 |
| Reclassification/transfer | ( |
) |
| At 30 September 2025 |
| NET BOOK VALUE |
| At 30 September 2025 |
| At 30 September 2024 |
| 10. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 30.9.25 | 30.9.24 |
| £ | £ |
| Trade debtors |
| Other debtors |
| 11. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 30.9.25 | 30.9.24 |
| £ | £ |
| Trade creditors |
| Social security and other taxes |
| Proposed dividends | 12,000,000 | - |
| Other creditors |
| Accruals and deferred income |
| 12. | CALLED UP SHARE CAPITAL |
| Allotted and issued: |
| Number: | Class: | Nominal | 30.9.25 | 30.9.24 |
| value: | £ | £ |
| Share capital 1 | 2072 | 2,072 | 2,240 |
| 13. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 October 2024 |
| Deficit for the year | ( |
) |
| Dividends | ( |
) |
| At 30 September 2025 |
| Finixio Ltd (Registered number: 11705811) |
| Notes to the Financial Statements - continued |
| for the Year Ended 30 September 2025 |
| 14. | POST BALANCE SHEET EVENTS |
| Nothing has come to the director's attention that requires adjustment to or disclosure in these financial statements for the year ended 30 September 2025. |
| 15. | ULTIMATE CONTROLLING PARTY |
| The ultimate controlling parties of Finixio Limited are Mr. A R Grunwerg through ARG Media Limited and Mr. S B Miranda through SBM Holding Group Limited respectively. |