PAYCODE LTD

• ◆

  Material uncertainty over going concern

  We draw attention to Note 1.1(c) to the financial statements, which indicates that the group and company incurred a net loss of $11,239,893 and $2,195,085 respectively during the year ended 31 December 2024. As stated in Note 1.1(c), these events or conditions, along with other matters set out in Note 1.1(c), indicate that material uncertainty exists that may cast significant doubt on the group's ability to continue as a going concern.

• ·

  Going-concern uncertainty disclosed

Figures converted to GBP from USD at 0.749 per USD (Frankfurter spot rate) — hover any figure for the original. — indicates the figure wasn't present under that line item in that period. The Δ column is the change from the prior filed period as a percentage of |prior|; lines a company doesn't report show —. About these numbers

Margins divide P&L lines by turnover. Gearing is liabilities over total assets. Current ratio is current assets over creditors falling due within one year. Interest cover is operating profit over absolute finance costs. Margin ratios are hidden where reported turnover is too small relative to profit to yield a meaningful figure — typical of holding companies whose income is mostly subsidiary dividends rather than trading revenue. Sector-distribution context coming next.

Accounting basis

IFRS

Reporting scope

Consolidated group

Auditor

Nunn Hayward LLP

Audit opinion

Unqualified (clean)

Going concern

Material uncertainty disclosed

“We draw attention to Note 1.1(c) to the financial statements, which indicates that the group and company incurred a net loss of $11,239,893 and $2,195,085 respectively during the year ended 31 December 2024. As stated in Note 1.1(c), these events or conditions, along with other matters set out in Note 1.1(c), indicate that material uncertainty exists that may cast significant doubt on the group's ability to continue as a going concern.”

Group structure

1. PAYCODE LTD · parent
   1. Paycode (Proprietary) Limited 100% · South Africa · Designing, developing and enhancing a unique and innovative one stop multi-purpose electronic data and digital payment system for emerging economies globally.
   2. Paycode Zambia Limited 34.9% · Zambia · Designing, developing and enhancing a unique and innovative one stop multi-purpose electronic data and digital payment system for emerging economies globally.

Significant events

• “The Company's subsidiaries (Paycode Proprietary Limited) and its subsidiary (Paycode Zambia Limited) have both benefited from the completed restructures and each posted another modest profit in 2025.”
• “The Company has successfully grown its business by deploying its projects in Afghanistan and Ghana, and has progressed the significant tender in the DRC (which was landed in December of 2024). The company has further landed a new client in Sudan in 2025, which has been fully deployed and already landed its first major NGO.”
• “The company received the first $2m of the Series A raise and signed a term sheet with a lead investor for up to $5m in 2025. The due diligence process with the lead investor is almost complete at the date of this report.”

Auditor, going-concern and subsidiary information is drawn from the narrative of the latest annual accounts. About these numbers

Filings

5

last 12 months

Capital events

3

last 24 months

Officers appointed

0

last 12 months

Officers resigned

0

last 12 months

Direct counts from the register. No score, no rating — see the Filing timeline for the underlying events.