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Registered number: 11395377
POPSURE LIMITED
UNAUDITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
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POPSURE LIMITED
REGISTERED NUMBER: 11395377
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2025
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Debtors: amounts falling due after more than one year
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Creditors: amounts falling due within one year
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POPSURE LIMITED
REGISTERED NUMBER: 11395377
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 30 JUNE 2025
The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 4 to 7 form part of these financial statements.
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POPSURE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
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Comprehensive income for the year
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Contributions by and distributions to owners
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Shares issued during the year
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Comprehensive income for the year
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The notes on pages 4 to 7 form part of these financial statements.
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POPSURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
Popsure Limited is a private limited company incorporated and domiciled in England and Wales, registered number 11395377. The registered and trading address is 5th Floor 10 Finsbury Square, London, United Kingdom, EC2A 1AF.
The principal activity of the company is to act as a holding and financing entity within the group, providing funding to group undertakings.
The functional and presentational currency is GBP.
2.Accounting policies
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Basis of preparation of financial statements
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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
requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102
have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
During the year ended 30 June 2025 the Company made a profit of £10,615 (2024: £29,600) and has net assets of £8,150,230 (2024: £8,139,615) as at that date. The financial statements have been prepared on a going concern basis.
The company is dependent on the continued financial support of its parent undertaking and fellow group entities to meet its liabilities as they fall due. The directors have reviewed the Company's liabilities over the next 12 months and consider the business to be a going concern.
The parent undertaking has confirmed that it will provide such financial support as is necessary to enable the company to meet its obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements.
Based on this support, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and have therefore adopted the going concern basis in preparing the financial statements.
Interest income is recognised in profit or loss using the effective interest method.
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.
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POPSURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
2.Accounting policies (continued)
Investments in subsidiaries are measured at historic cost.
Short-term debtors are measured at transaction price, less any impairment.
Short-term creditors are measured at the transaction price.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Although estimates are based on management's best knowledge of the amount, events or actions actual results ultimately may differ from those estimates. The directors consider the most significant estimates required in the preparation of the financial statements are in respect of the recoverability of amounts owed by group undertakings.
Recoverability of amounts owed by group undertaking
The Company's principal asset at 30 June 2025 is a loan of £8,128,664 (2024: £8,101,967) owing from a fellow group undertaking.
The loan is unsecured and repayment is contingent upon the borrower generating sufficient future profits or surplus assets. There is no fixed repayment date.
The directors have exercised judgment in assessing the recoverability of this balance. In forming their view, the directors have considered the financial position and forecasts of the borrowing entity, including expected future funding rounds and the group’s broader strategy.
The assessment of recoverability is inherently subjective and sensitive to assumptions regarding the future performance and funding prospects of the borrower. A deterioration in these assumptions could result in a material impairment to the carrying value of the loan
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The average monthly number of employees, including directors, during the year was 4 (2024 - 4).
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POPSURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
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Investments in subsidiary companies
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Due after more than one year
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Amounts owed by group undertakings
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Amounts owed by group undertakings comprise a convertible loan to a fellow group company, bearing interest at 0.5% per annum.
The loan is unsecured and subordinated to all other creditors of the borrower. Repayment is contingent upon the availability of future profits or surplus assets and there is no fixed repayment date.
Interest income of £36,880 (2024: £34,233) has been recognised in the year. The directors consider the balance to be fully recoverable and no impairment has been recorded.
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Creditors: Amounts falling due within one year
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POPSURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
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Allotted, called up and fully paid
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7,366,548 (2024 - 7,366,548) Ordinary shares of £0.00001 each
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1,000,000 (2024 -1,000,000) EF Seed shares of £0.00001 each
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2,788,688 (2024 -2,788,688) Seed preferred shares of £0.00001 each
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2,352,833 (2024 -2,352,833) Series A shares of £0.00001 each
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Related party transactions
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During the year ended 30 June 2025, £NIL (2024 - £4,246,315) was paid to, and £10,813 (2024 -
£NIL) was repaid by, Popsure Deutschland GmbH, a company registered in Germany and under common control, in respect of a loan.
At 30 June 2025, a balance of £8,128,664 (2024 - £8,101,967) remained outstanding from Popsure Deutschland GmbH. This balance is unsecured, bearing interest at 0.5%, and repayable on the borrower generating future profits or surplus assets. There is no fixed repayment date.
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