42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 1 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 2 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 1 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 2 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 3 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 4 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 5 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 1 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 2 42045136 2024-01-01 2024-12-31 cmn:ConsolidatedMember 42045136 2025-12-31 cmn:ConsolidatedMember 42045136 2024-12-31 cmn:ConsolidatedMember 42045136 2024-12-31 cmn:ConsolidatedMember fsa:ContributedCapitalMember 42045136 2024-12-31 cmn:ConsolidatedMember fsa:SharePremiumMember 42045136 2024-12-31 cmn:ConsolidatedMember fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMember 42045136 2024-12-31 cmn:ConsolidatedMember fsa:RetainedEarningsMember 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember fsa:ContributedCapitalMember 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember fsa:SharePremiumMember 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember fsa:RetainedEarningsMember 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMember 42045136 2025-12-31 cmn:ConsolidatedMember fsa:ContributedCapitalMember 42045136 2025-12-31 cmn:ConsolidatedMember fsa:SharePremiumMember 42045136 2025-12-31 cmn:ConsolidatedMember fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMember 42045136 2025-12-31 cmn:ConsolidatedMember fsa:RetainedEarningsMember 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember 2 42045136 2024-01-01 2024-12-31 cmn:ConsolidatedMember 2 42045136 2023-12-31 cmn:ConsolidatedMember 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember fsa:ManagementMember 42045136 2025-01-01 2025-12-31 cmn:ConsolidatedMember fsa:ShorttermDeferredIncomeMember 42045136 2025-01-01 2025-12-31 42045136 2024-01-01 2024-12-31 42045136 2025-12-31 42045136 2024-12-31 42045136 2024-12-31 fsa:ContributedCapitalMember 42045136 2024-12-31 fsa:SharePremiumMember 42045136 2024-12-31 fsa:ReserveForNetRevaluationAccordingToEquityMethodMember 42045136 2024-12-31 fsa:ReserveForDevelopmentExpenditureMember 42045136 2024-12-31 fsa:RetainedEarningsMember 42045136 2025-01-01 2025-12-31 fsa:ContributedCapitalMember 42045136 2025-01-01 2025-12-31 fsa:SharePremiumMember 42045136 2025-01-01 2025-12-31 fsa:RetainedEarningsMember 42045136 2025-01-01 2025-12-31 fsa:ReserveForNetRevaluationAccordingToEquityMethodMember 42045136 2025-01-01 2025-12-31 fsa:ReserveForDevelopmentExpenditureMember 42045136 2025-12-31 fsa:ContributedCapitalMember 42045136 2025-12-31 fsa:SharePremiumMember 42045136 2025-12-31 fsa:ReserveForNetRevaluationAccordingToEquityMethodMember 42045136 2025-12-31 fsa:ReserveForDevelopmentExpenditureMember 42045136 2025-12-31 fsa:RetainedEarningsMember 42045136 2025-01-01 2025-12-31 fsa:ManagementMember 42045136 2025-01-01 2025-12-31 fsa:ShorttermDeferredIncomeMember iso4217:DKK xbrli:pure Annual report 2026-05-13 Jakob Emanuel Loftlund Lilholm The Board of Directors and the Executive Board have today considered and approved the annual report of Formalize ApS for the financial year 01.01.2025 - 31.12.2025. The annual report is presented in accordance with the Danish Financial Statements Act. In our opinion, the consolidated financial statements and the parent financial statements give a true and fair view​of the Group's and the Parent's financial position at 31.12.2025and of the results of their operations and the consolidated cash flows for the financial year01.01.2025 -31.12.2025. We believe that the management commentary contains a fair review of the affairs and conditions referred to therein. We recommend the annual report for adoption at the Annual General Meeting. Aarhus Jakob Emanuel Loftlund Lilholm Kristoffer Abell Christian Lynge Hjorth Chairman Michele Foradori Jens Morten Brøgger Jakob Emanuel Loftlund Lilholm Fritz Friedrich Oidtmann To the shareholders of Formalize ApS We have audited the consolidated financial statements and the parent financial statements of Formalize ApS for the financial year 01.01.2025 - 31.12.2025, which comprise the income statement, balance sheet, statement of changes in equity and notes, including a summary of significant accounting policies, for the Group as well as the Parent, and the consolidated cash flow statement. The consolidated financial statements and the parent financial statements are prepared in accordance with the Danish Financial Statements Act. ​​ ​​In our opinion, the consolidated financial statements and the parent financial statements give a true and fair view​of the Group's and the Parent's financial position at 31.12.2025 and of the results of their operations and the consolidated cash flows for the financial year 01.01.2025 - 31.12.2025 in accordance with the Danish Financial Statements Act. We conducted our audit in accordance with International Standards on Auditing (ISAs) and additional ​requirements applicable in Denmark. Our responsibilities under those standards and requirements are further ​​described in the "Auditor’s responsibilities for the audit of the consolidated financial statements and the parent financial statements" section of this auditor’s report. We are independent of the Group in accordance ​with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional ​Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark, and we have fulfilled ​our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Effective from this financial year, the Entity is required to have its consolidated financial statements and the parent financial statements audited. We point out that, as disclosed in the financial statements, the comparative figures in the consolidated financial statements and the parent financial statements have not been audited but subjected to extended review. Management is responsible for the preparation of consolidated financial statements and parent financial statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines ​is necessary to enable the preparation of consolidated financial statements and parent financial statements that are free from material misstatement, ​whether due to fraud or error. ​​ ​​In preparing the consolidated financial statements and the parent financial statements, Management is responsible for assessing the Group's and the Entity’s ability to continue ​as a going concern, for disclosing, as applicable, matters related to going concern, and for using the going ​concern basis of accounting in preparing the​consolidated financial statements and the parent financial statements unless Management either intends to liquidate ​the Entity or to cease operations, or has no realistic alternative but to do so. Our objectives are to obtain reasonable assurance about whether the consolidated financial statements and the parent 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 and the additional requirements applicable in Denmark 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 consolidated financial statements and parent financial statements. ​​ ​​As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, ​​we exercise professional judgement and maintain professional scepticism throughout the audit. We also:Identify and assess the risks of material misstatement of the consolidated financial statements and the parent financial statements, whether due to ​fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence ​that is sufficient and appropriate to provide a basis for our opinion. The risk of​not detecting a ​material misstatement resulting from fraud is higher than for one resulting from error, as fraud may ​involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.​Obtain an understanding of internal control relevant to the audit in order to design audit procedures ​​that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the ​​effectiveness of the Group's and the Entity’s internal control.​Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates ​​and related disclosures made by Management.​Conclude on the appropriateness of Management’s use of the going concern basis of accounting in ​​preparing the consolidated financial statements and the parent financial statements, and, based on the audit evidence obtained, whether a material ​uncertainty exists related to events or conditions that may cast significant doubt on the Group's and the Entity’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to ​draw attention in our auditor’s report to the related disclosures in the consolidated financial statements and the parent financial statements or, if such ​​disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence ​​obtained up to the date of our auditor’s report. However, future events or conditions may cause the ​Group and the ​Entity to cease to continue as a going concern.​Evaluate the overall presentation, structure and content of the consolidated financial statements and the parent financial statements, including the disclosures ​in the notes, and whether the consolidated financial statements and the parent financial statements represent the underlying transactions and ​​events in a manner that gives a true and fair view.Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the consolidated financial statements and the parent financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.We communicate with those charged with governance regarding, among other matters, the planned scope ​​and timing of the audit and significant audit findings, including any significant deficiencies in internal control ​​that we identify during our audit. Management is responsible for the management commentary. ​​ ​​Our opinion on the consolidated financial statements and the parent financial statements does not cover the management commentary, and we do not express ​any form of assurance conclusion thereon. ​​ ​​In connection with our audit of the consolidated financial statements and the parent financial statements, our responsibility is to read the management ​commentary and, in doing so, consider whether the management commentary is materially inconsistent with ​the consolidated financial statements and the parent financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. ​​​Moreover, it is our responsibility to consider whether the management commentary provides the information ​​required by relevant law and regulations.Based on the work we have performed, we conclude that the management commentary is in accordance with ​​the consolidated financial statements and the parent financial statements and has been prepared in accordance with the requirements in the relevant law and regulations. We did not identify any material misstatement of the management commentary. Aarhus Deloitte Statsautoriseret Revisionspartnerselskab Deloitte Statsautoriseret Revisionspartnerselskab 33963556 33963556 Mads Fauerskov State Authorised Public Accountant mne35428 Jonas Thøstesen Svensson State Authorised Public Accountant mne47824 Financial highlights2025​DKK'0002024​DKK'0002023​DKK'0002022​DKK'0002021​DKK'000Key figuresGross profit/loss35,9187,119(10,868)(219)(1,767)Operating profit/loss(44,482)(36,900)(29,580)(5,177)(2,919)Net financials(2,541)16(877)(37)(8)Profit/loss for the year(47,818)(36,884)(30,457)(4,841)(2,560)Balance sheet total174,112108,34424,85919,7372,735Equity96,67155,529(16,750)13,707485Average number of ​employees1306738114RatiosReturn on equity (%)(62.84)(190.23)2,001.77(68.22)(364.33)Equity ratio (%)55.5251.25(67.38)69.4517.73The obligation to prepare consolidated financial statements only took effect in 2025, the overview for 2021-2023 only concists of the Parent Company's financial highlights.Financial highlights are defined and calculated in accordance with the current version of "Recommendations & ​Ratios" issued by the CFA Society Denmark.Return on equity (%) :Profit/loss for the year * 100 ​​​Average equityEquity ratio (%) :​Equity * 100 ​​​Balance sheet total Primary activitiesFormalize ApS develops and operates software platforms that help organizations manage governance, risk, and compliance obligations. ​​The company operates a subscription based software as a service business model and provides cloud delivered compliance solutions to customers across Europe. ​​The product portfolio consists primarily of: ​Whistleblower Software, which enables secure and anonymous reporting in accordance with European whistleblower protection legislation. ​​Formalize GRC Platform, which supports organizations in managing regulatory compliance within frameworks including DORA, NIS2, and ISO 27001. ​​The company’s solutions are designed to support organizations operating in increasingly regulated environments and enable efficient management of compliance and governance processes. Development in activities and financesDuring 2025, Formalize continued executing its strategy of building a scalable European compliance platform. ​Product development activities focused on expanding the capabilities of the Formalize GRC platform while continuing to enhance the Whistleblower Software solution. ​​Increasing regulatory complexity across Europe, including frameworks such as DORA and NIS2, continues to drive​demand for structured governance and compliance software solutions. ​​The company operates a recurring subscription revenue model which provides predictable revenue streams and supports long term customer relationships. ​​During the year, Formalize continued investing in product development, engineering capacity, and commercial capabilities in order to strengthen its position in the European compliance software market. ​Management considers these investments necessary to establish a scalable platform and support continued growth across European markets. ​​The company maintains a solid liquidity position supported by the capital increase completed in 2025. ​The organization continued to grow during the year as engineering, product, and commercial teams were expanded to support product development and market expansion. Profit/loss for the year in relation to expected developmentsThe result for the year is in line with management’s expectations and reflects continued investments in product development, commercial expansion, and organizational scaling. ​ ​The financial performance is primarily driven by the company’s strategic focus on growth and market expansion across European markets. As expected, these investments impact profitability in the short term while supporting long-term revenue growth and market positioning. ​ ​Management considers the financial performance for the year to be consistent with the company’s development and strategic objectives. Uncertainty relating to recognition and measurementDevelopment projects are recognized at cost and amortized over their estimated useful life of seven years. Development costs primarily consist of employee salaries and directly attributable costs related to software development activities. ​​The recognition of development assets involves management estimates regarding the expected future economic benefits from the related software platforms. ​​Management considers the applied assumptions reasonable and believes that the carrying value of development assets reflects their expected recoverable value. OutlookManagement expects continued growth in recurring revenue driven by increasing adoption of both Whistleblower​Software and the Formalize GRC platform. ​​Demand for digital compliance solutions is expected to remain strong as regulatory requirements across Europe continue to expand. ​​The company will continue focusing on expanding its presence across European markets, strengthening platform capabilities, and improving operational scalability. The management expects net losses for 2026 to be in the range of DKK 65.000k to DKK 75.000k as we continue to deploy the captial raised and invest in further growth.​​Management expects that increasing recurring revenue combined with operational scaling will gradually improve operating performance over the coming years. Use of financial instrumentsThe company’s main risks relate to foreign-exchange exposure (EUR/DKK), liquidity management, and credit risk from customers. These are managed through close monitoring of cash flows and contractual payment terms. The​company maintains a significant cash position following the 2025 capital increase. ​ ​The company’s primary financial risks relate to liquidity management, and credit risk from customers. ​ ​Credit risk is managed through contractual payment terms and ongoing monitoring of accounts receivable. ​​Interest expenses have to some extent affected the year's result, as a large part of the group's assets are financed​through debt to other credit institutions. Management are aware that changes in interest rates can affect the finansial performance. Knowledge resourcesFormalize operates in a knowledge intensive industry where success depends on specialized expertise in software development, regulatory frameworks, and governance processes. ​​The company continues to invest in attracting and developing highly skilled employees and strengthening collaboration across its European teams. Research and development activitiesThe Company’s largest asset is the company’s research and development project containing the development of compliance software, new functionalities in the platform, and the development of new products and the Company’s employees working within this area. The Company is spending significant resources on development & research and are constantly working towards keeping the strong set of competences, which are employed today in Formalize ApS. It is Formalize's strategy to keep and further develop the current strong competences and​resources in the company. Events after the balance sheet dateNo events have occurred after the balance sheet date to this date, which would influence the evaluation of this annual report. 35917744 7118540 78128024 43004304 2271668 1013819 -44481948 -36899583 907918 2011852 3448610 1995791 -47022640 -36883522 795069 0 -47817709 -36883522 12797997 13424244 14111309 0 26909306 13424244 19546 38091 19546 38091 1045275 2145715 1045275 2145715 27974127 15608050 25409143 13812653 2612230 571853 3292048 895254 31313421 15279760 114824431 77455739 146137852 92735499 174111979 108343549 127861 115005 -140 0 96542967 55413796 96670688 55528801 14217276 12611628 14217276 12611628 0 1616225 190658 253730 5654928 2532010 795069 0 5316585 3011946 51266775 32789209 63224015 40203120 77441291 52814748 174111979 108343549 115005 0 0 55413796 55528801 15892 110577999 0 110593891 3036 18612767 0 18615803 0 3018352 3018352 0 0 140 0 140 -91965232 0 91965232 0 0 -47817709 -47817709 127861 0 -140 96542967 96670688 2271668 1013819 9954105 5895812 -32256175 -29989952 907918 2004970 3747402 1988909 -35095659 -29973891 15738185 8896432 Deposit -1045275 -2090715 -16783460 -10987147 51879119 40961038 14745590 331362 14457515 0 107575539 109162067 18615803 0 89247811 109493429 37368692 68532391 77455739 8923348 114824431 77455739 1 Events after the balance sheet dateNo events have occurred after the balance sheet date to this date, which would influence the evaluation of this annual report. 2 Staff costs2025​DKK2024​DKKWages and salaries73,979,24840,554,072Pension costs3,394,1951,926,299Other social security costs754,581523,93378,128,02443,004,304Average number of full-time employees13067Remuneration​of ​management​2025​DKKExecutive Board1,373,5571,373,557With reference to section 98b(3)(2) of the Danish Financial Statements Act, management remuneration has not been disclosed in the financial statements for 2024. 130 67 Remuneration​of ​management​2025​DKKExecutive Board1,373,5571,373,557 1373557 3 Depreciation, amortisation and impairment losses2025​DKK2024​DKKAmortisation of intangible assets2,253,123995,274Depreciation on property, plant and equipment18,54518,5452,271,6681,013,819 4 Tax on profit/loss for the year2025​DKK2024​DKKCurrent tax795,0690795,0690 5 Proposed distribution of profit/loss2025​DKK2024​DKKRetained earnings(47,817,709)(36,883,522)(47,817,709)(36,883,522) -47817709 -36883522 -47817709 -36883522 6 Intangible assetsCompleted development projects​DKKDevelopment projects in progress​DKKCost beginning of year15,254,2190Transfers1,626,876(1,626,876)Additions015,738,185Cost end of year16,881,09514,111,309Amortisation and impairment losses beginning of year(1,829,975)0Amortisation for the year(2,253,123)0Amortisation and impairment losses end of year(4,083,098)0Carrying amount end of year12,797,99714,111,309 7 Development projectsCompleted development projects consists of two different projects, which both has been launched to customer use in 2025. The development projects in progress is expected to be finalized in 2026 and consists on new modules to the existing projects. ​ ​Whistleblower Software aims to solve the problem of corporate fraud, corruption, and unethical behavior within organizations. The software allows employees to anonymously report any suspicious activity or wrongdoing they witness within their company. This helps to create a culture of transparency and accountability and enables organizations to identify and address issues before they become major problems. The software also provides a secure platform for whistleblowers to report their concerns without fear of retaliation, which is a common barrier ​to reporting unethical behavior. It is the management's position that the project is recognized at the correct value. ​ ​The problem addressed by Formalize stems the challenging and often convoluted nature of regulatory compliance within various industries. Organizations face significant difficulties in staying updated with changing regulations, implementing them correctly, and ensuring ongoing adherence without disrupting business operations. The lack of a flexible, integrated platform results in inefficient compliance processes, elevated risk of legal penalties, and a strain on resources. Formalize aims to eliminate these issues by offering a customizable solution that simplifies compliance management, enhances transparency, and supports a proactive approach to meeting regulatory standards. ​ ​Completed development projects are amortised over a period of 7 years. ​ ​Future improvements will be capitalised and maintenance charged to profit and loss on a current basis. ​Management has not observed any indications of impairment in relation to the carrying amount of DKK 26,909k. ​ ​Development projects are expected to generate positive cash flows that exceed the recognised value. 8 Property, plant and equipmentOther fixtures and fittings, tools and equipment​DKKCost beginning of year75,181Cost end of year75,181Depreciation and impairment losses beginning of year(37,090)Depreciation for the year(18,545)Depreciation and impairment losses end of year(55,635)Carrying amount end of year19,546 9 Financial assetsDeposits​DKKCost beginning of year2,145,715Transfers(490,687)Additions1,045,275Disposals(1,655,028)Cost end of year1,045,275Carrying amount end of year1,045,275 10 PrepaymentsPrepayments primarily consist of expenses paid in advance relating to software development services and rental costs. The prepaid software work represents payments made for ongoing or future software projects, which will be recognised as expenses over the period in which the related services are rendered. ​​Similarly, prepaid rent includes payments made for lease agreements covering future periods, and these amounts are allocated as expenses in the corresponding rental periods. These prepayments are recorded as current assets in the balance sheet and are systematically expensed to match the timing of the underlying benefits. 11 Contributed capitalNumberPar value​DKKNominal ​​value​DKKCommon-Shares89,120189,120Series A-shares25,589125,589Series B-shares13,152113,152127,861127,861In 2022, the company implemented an incentive plan for key employees, providing the possibility to grant up to 15,217 warrants, of which 13,733 were granted as of 31 December 2025. The warrants have an exercise price in the range of DKK 1,174.19 to DKK 6,814.17. According to the incentive plan, the options can be exercised upon fulfilment of agreed conditions but no later than January 2030. 12 Non-current liabilities other than provisionsDue within 12 ​​months​2024​DKKDue after ​more than 12 ​months​2025​DKKOutstanding ​after 5 years​2025​DKKDebt to other credit institutions1,616,22514,217,2762,987,5601,616,22514,217,2762,987,560 13 Deferred incomeDeferred income represents payments received in advance for software sales where the related revenue is recognised over time. This liability reflects the portion of sales proceeds attributable to future accounting periods,​in accordance with the matching principle and revenue recognition policies. Revenue is recognised systematically as the software delivery obligations are fulfilled or over the contract period, ensuring that income is matched with​the corresponding service performance. 14 Changes in working capital2025​DKK2024​DKKIncrease/decrease in receivables(13,887,946)(5,704,565)Increase/decrease in trade payables etc.23,842,05111,600,3779,954,1055,895,812 15 Other unrecognised commitmentsUnrecognised rental and lease commitments2025​DKK2024​DKKTotal liabilities under lease rental or agreements until maturity 9,638,9411,512,909 16 Assets charged and collateralPayables to CIBC are secured on a floating charge of DKK15,000k on intellectual property rights, ​operating equipment, fixtures and fittings as well as unsecured claims from sales. ​ ​The value of the security is DKK49,878k in 2025 (DKK 28,155k in 2024) 17 SubsidiariesRegistered inCorporate ​​formOwnership ​​​%Formalize S.L.Madrid, SpainS.L.100.00Formalize Italia S.R.L.Milano, ItalyS.R.L100.00 20425808 4549514 64185937 40423039 2271668 1013819 -46031797 -36887344 1180030 -12239 901698 2011852 3438675 1995791 -47388744 -36883522 378694 0 -47767438 -36883522 12797997 13424244 14111309 0 26909306 13424244 19546 38091 19546 38091 1264718 10192 1045275 2145715 2309993 2155907 29238845 15618242 17822452 13812653 2127224 12239 1236126 571853 3280052 895254 24465854 15291999 113515985 77433582 137981839 92725581 167220684 108343823 127861 115005 1167651 0 16278857 10470909 79146590 44942887 96720959 55528801 14217276 12611628 14217276 12611628 0 1616225 190658 253730 5289828 2532284 378694 0 4039188 3011946 46384081 32789209 56282449 40203394 70499725 52815022 167220684 108343823 115005 0 0 10470909 44942887 15892 110577999 0 3036 18612767 0 0 3018352 0 0 140 0 -91965232 0 5807948 86157284 1167791 -48935229 127861 0 1167651 16278857 79146590 55528801 110593891 18615803 3018352 140 0 -47767438 96720959 1 Events after the balance sheet dateNo events have occurred after the balance sheet date to this date, which would influence the evaluation of this annual report. 2 Staff costs2025​DKK2024​DKKWages and salaries60,037,16137,972,807Pension costs3,394,1951,926,299Other social security costs754,581523,93364,185,93740,423,039Average number of full-time employees8567Remuneration​of Manage- ment​2025​DKKExecutive Board1,373,5571,373,557With reference to section 98b(3)(2) of the Danish Financial Statements Act, management remuneration has not been disclosed in the financial statements for 2024. 85 67 Remuneration​of Manage- ment​2025​DKKExecutive Board1,373,5571,373,557 1373557 3 Depreciation, amortisation and impairment losses2025​DKK2024​DKKAmortisation of intangible assets2,253,123995,274Depreciation on property, plant and equipment18,54518,5452,271,6681,013,819 4 Tax on profit/loss for the year2025​DKK2024​DKKCurrent tax378,6940378,6940 5 Proposed distribution of profit and loss2025​DKK2024​DKKRetained earnings(47,767,438)(36,883,522)(47,767,438)(36,883,522) -47767438 -36883522 -47767438 -36883522 6 Intangible assetsCompleted development projects ​DKKDevelopment projects in progress​DKKCost beginning of year15,254,2190Transfers1,626,876(1,626,876)Additions015,738,185Cost end of year16,881,09514,111,309Amortisation and impairment losses beginning of year(1,829,975)0Amortisation for the year(2,253,123)0Amortisation and impairment losses end of year(4,083,098)0Carrying amount end of year12,797,99714,111,309 7 Development projectsCompleted development projects consists of two different projects, which both has been launched to customer use in 2025. The development projects in progress is expected to be finalized in 2026 and consists on new modules to the existing projects. ​ ​Whistleblower Software aims to solve the problem of corporate fraud, corruption, and unethical behavior within organizations. The software allows employees to anonymously report any suspicious activity or wrongdoing they witness within their company. This helps to create a culture of transparency and accountability and enables organizations to identify and address issues before they become major problems. The software also provides a secure platform for whistleblowers to report their concerns without fear of retaliation, which is a common barrierto reporting unethical behavior. It is the management's position that the project is recognized at the correct value.​ ​The problem addressed by Formalize stems the challenging and often convoluted nature of regulatory compliance within various industries. Organizations face significant difficulties in staying updated with changing regulations, implementing them correctly, and ensuring ongoing adherence without disrupting business operations. The lack of a flexible, integrated platform results in inefficient compliance processes, elevated risk of legal penalties, and a strain on resources. Formalize aims to eliminate these issues by offering a customizable solution that simplifies compliance management, enhances transparency, and supports a proactive approach to meeting regulatory standards.​ ​Completed development projects are amortised over a period of 7 years. ​ ​Future improvements will be capitalised and maintenance charged to profit and loss on a current basis. ​Management has not observed any indications of impairment in relation to the carrying amount of DKK 26,909k. ​ ​Development projects are expected to generate positive cash flows that exceed the recognised value. 8 Property, plant and equipmentOther fixtures and fittings, tools and equipment​DKKCost beginning of year75,181Cost end of year75,181Depreciation and impairment losses beginning of year(37,090)Depreciation for the year(18,545)Depreciation and impairment losses end of year(55,635)Carrying amount end of year19,546 9 Financial assetsInvestments in group enterprises​DKKDeposits​DKKCost beginning of year22,4312,145,715Transfers0(490,687)Additions74,6361,045,275Disposals0(1,655,028)Cost end of year97,0671,045,275Exchange rate adjustments(140)0Transfers(12,239)0Share of profit/loss for the year1,180,0300Revaluations end of year1,167,6510Impairment losses beginning of year(12,239)0Transfers12,2390Impairment losses end of year00Carrying amount end of year1,264,7181,045,275A specification of investments in subsidiaries is evident from the notes to the consolidated financial statements. 10 PrepaymentsPrepayments primarily consist of expenses paid in advance relating to software development services and rental costs. The prepaid software work represents payments made for ongoing or future software projects, which will be recognised as expenses over the period in which the related services are rendered. ​​Similarly, prepaid rent includes payments made for lease agreements covering future periods, and these amounts are allocated as expenses in the corresponding rental periods. These prepayments are recorded as current assets in the balance sheet and are systematically expensed to match the timing of the underlying benefits. 11 Non-current liabilities other than provisionsDue within 12 ​​months​2024​DKKDue after ​more than 12 ​months​2025​DKKOutstanding ​after 5 years​2025​DKKDebt to other credit institutions1,616,22514,217,2762,987,5601,616,22514,217,2762,987,560 12 Deferred incomeDeferred income represents payments received in advance for software sales where the related revenue is recognised over time. This liability reflects the portion of sales proceeds attributable to future accounting periods, ​in accordance with the matching principle and revenue recognition policies. Revenue is recognised systematically as the software delivery obligations are fulfilled or over the contract period, ensuring that income is matched with ​the corresponding service performance. 13 Other unrecognised commitmentsUnrecognised rental and lease commitments2025​DKK2024​DKKTotal liabilities under rental or lease agreements until maturity 9,638,9411,512,909 14 Assets charged and collateralPayables to CIBC are secured on a floating charge of DKK 15,000k on intellectual property rights, ​operating equipment, fixtures and fittings as well as unsecured claims from sales. ​​The value of the security is DKK49,878k in 2025( DKK 28,155k in 2024) 15 Non-arm’s length related party transactionsOnly non-arm's length related party transactions are disclosed in the annual report.​ No such transactions were conducted during the financial year, besides listed below.​ - Ongoing financing and loans with Formalize and group enterprises, as no interest are booked. ​ This annual report has been prepared in accordance with the provisions of the Danish Financial Statements Act ​governing reporting class C enterprises (medium).The accounting policies applied to these consolidated financial statements and parent financial statements are consistent with those applied last year.Effective from this financial year, the Entity can no longer opt for extended review, for which reason the consolidated financial statements and the parent financial statements have been audited. The comparative figures in the consolidated financial statements and the parent financial statements, including disclosures in the notes, have not been audited but subjected to extended review. Recognition and measurementAssets are recognised in the balance sheet when it is probable as a result of a prior event that future economic ​​benefits will flow to the Entity, and the value of the asset can be measured reliably. ​​ ​​Liabilities are recognised in the balance sheet when the Entity has a legal or constructive obligation as a ​​result of a prior event, and it is probable that future economic benefits will flow out of the Entity, and the ​​value of the liability can be measured reliably. ​​ ​​On initial recognition, assets and liabilities are measured at cost. Measurement subsequent to initial ​​recognition is effected as described below for each financial statement item. ​​ ​​Anticipated risks and losses that arise before the time of presentation of the annual report and that confirm ​​or invalidate affairs and conditions existing at the balance sheet date are considered at recognition and ​​measurement. ​​ ​​Income is recognised in the income statement when earned, whereas costs are recognised by the amounts ​​attributable to this financial year. Consolidated financial statementsThe consolidated financial statements comprise the Parent and the group enterprises (subsidiaries) that are controlled by the Parent. Control is achieved by the Parent, either directly or indirectly, holding more than 50% of the voting rights or in any other way possibly or actually exercising controlling influence. Basis of consolidationThe consolidated financial statements are prepared on the basis of the financial statements of the Parent and its subsidiaries. The consolidated financial statements are prepared by combining uniform items. On consolidation, intra-group income and expenses, intra-group accounts and dividends as well as profits and losses on transactions between the consolidated enterprises are eliminated. The financial statements used for consolidation have been prepared applying the Group’s accounting policies.​​Subsidiaries’ financial statement items are recognised in full in the consolidated financial statements. Minority interests’ pro rata shares of the profit/loss and the net assets are disclosed as separate items in Management's proposal for the distribution of net profit/loss and equity, respectively.​​Investments in subsidiaries are offset at the pro rata share of such subsidiaries’ net assets at the acquisition date,​with net assets having been calculated at fair value. Foreign currency translationOn initial recognition, foreign currency transactions are translated applying the exchange rate at the transaction ​date. Receivables, payables and other monetary items denominated in foreign currencies that have not been ​settled at the balance sheet date are translated using the exchange rate at the balance sheet date. Exchange ​differences that arise between the rate at the transaction date and the rate in effect at the payment date, or the ​rate at the balance sheet date, are recognised in the income statement as financial income or financial expenses. ​Property, plant and equipment, intangible assets, inventories and other non-monetary assets that have been ​purchased in foreign currencies are translated using historical rates. ​​ ​​When recognising foreign subsidiaries and associates that are independent entities, the income statements ​​are translated at average exchange rates for the months that do not significantly deviate from the rates at the ​transaction date. Balance sheet items are translated using the exchange rates at the balance sheet date. Goodwill​​is considered belonging to the independent foreign entity and is translated using the exchange rate at the ​balance sheet date. Exchange differences arising out of the translation of foreign subsidiaries’ equity at the ​beginning of the year at the balance sheet date exchange rates and out of the translation of income statements ​from average rates to the exchange rates at the balance sheet date are recognised directly in the translation reserve in equity. ​​ ​​Exchange adjustments of outstanding accounts with independent foreign subsidiaries, which are considered ​​part of the total investment in the subsidiary in question, are recognised directly in the translation reserve in equity. Gross profit or lossGross profit or loss comprises revenue, cost of sales, own work capitalised and other external expenses. RevenueRevenue from the sale of services is recognised in the income statement durring the contract period. Revenue is ​recognised net of VAT, duties and sales discounts and is measured at fair value of the consideration fixed. Own work capitalisedOwn work capitalised comprises staff costs and other costs incurred in the financial year and recognised in ​cost for proprietary intangible assets. Other operating incomeOther operating income comprises income of a secondary nature as viewed in relation to the Entity’s primary ​activities, including profit from the sale of intangible assets and property, plant and equipment, and salary ​refunds. Cost of salesCost of sales comprise costs incurred to achieve the net revenue for the year. Other external expensesOther external expenses include expenses relating to the Entity’s ordinary activities, including expenses for ​premises, stationery and office supplies, marketing costs, etc. This item also includes writedowns of ​receivables recognised in current assets. Staff costsStaff costs comprise salaries and wages, and social security contributions, pension contributions, etc. for entity ​staff. Depreciation, amortisation and impairment lossesDepreciation, amortisation and impairment losses relating to plant and equipment and intangible ​assets comprise depreciations for the financial year. Income from investments in group enterprisesIncome from investments in group enterprises comprises the pro rata share of the individual ​enterprises’ profit/loss after full elimination of intra-group profits or losses. Other financial incomeOther financial income comprises, interest income, including, net capital or exchange gains on securities, ​payables and transactions in foreign currencies, amortisation of financial assets, and tax relief under the Danish ​Tax Prepayment Scheme etc. Other financial expensesOther financial expenses comprise interest expenses, including net capital or exchange losses on securities, ​payables and transactions in foreign currencies, amortisation of financial liabilities, and tax surcharge under the ​Danish Tax Prepayment Scheme etc. Tax on profit/loss for the yearTax for the year, which consists of current tax for the year and changes in deferred tax, is recognised in the ​​income statement by the portion attributable to the profit for the year and recognised directly in equity by the ​portion attributable to entries directly in equity. Intellectual property rights etc.Intellectual property rights etc. comprise development projects completed and in progress with related ​intellectual property rights. Development projects on clearly defined and identifiable products and processes, for which the technical rate ​​of utilisation, adequate resources and a potential future market or development opportunity in the enterprise ​​can be established, and where the intention is to manufacture, market or apply the product or process in ​question, are recognised as intangible assets. Other development costs are recognised as costs in the income ​​statement as incurred. When recognising development projects as intangible assets, an amount equalling ​​the costs incurred less deferred tax is taken to equity in the reserve for development costs that is reduced ​​as the development projects are amortised and written down. ​​​ ​The cost of development projects comprises costs such as salaries and amortisation that are directly and ​indirectly attributable to the development projects. ​​Indirect production costs in the form of indirectly attributable staff costs and amortisation of intangible ​assets and depreciation of property, plant and equipment used in the development process are recognised in ​cost based on time spent on each project. ​​Completed development projects are amortised on a straight-line basis using their estimated useful lives ​which are determined based on a specific assessment of each development project. If the useful life cannot ​be estimated reliably, it is fixed at 10 years. For development projects protected by intellectual property rights, ​the maximum period of amortisation is the remaining duration of the relevant rights. The amortisation periods ​used are 7 years. ​ ​Intellectual property rights etc. are written down to the lower of recoverable amount and carrying amount. Property, plant and equipmentOther fixtures and fittings, tools and equipment are measured at cost less accumulated depreciation and ​impairment losses. ​​Cost comprises the acquisition price, costs directly attributable to the acquisition and preparation costs of the ​asset until the time when it is ready to be put into operation. ​​The basis of depreciation is cost less estimated residual value after the end of useful life. Straight-line ​depreciation is made on the basis of the following estimated useful lives of the assets: Useful life Other fixtures and fittings, tools and equipment5Estimated useful lives and residual values are reassessed annually. ​​Items of property, plant and equipment are written down to the lower of recoverable amount and carrying ​amount. Investments in group enterprisesInvestments in group enterprises are recognised and measured according to the equity method. This means that ​investments are measured at the pro rata share of the enterprises’ equity value plus unamortised goodwill and ​plus or minus unrealised intra-group profits or losses. Refer to the above section on business combinations for ​more details about the accounting policies used on acquisitions of investments in group enterprises. ​​Group enterprises with negative equity value are measured at DKK 0. Any receivables from these enterprises ​are written down to net realisable value based on a specific assessment. If the Parent has a legal or constructive ​obligation to cover the liabilities of the relevant enterprise, and it is probable that such obligation will involve a ​loss, a provision is recognised that is measured at present value of the costs necessary to settle the obligations at ​the balance sheet date. ​​Upon distribution of profit or loss, net revaluation of investments in group enterprises is transferred to the ​reserve for net revaluation according to the equity method in equity. ReceivablesReceivables are measured at amortised cost, usually equalling nominal value, less writedowns for bad and ​​doubtful debts. PrepaymentsPrepayments comprise incurred costs relating to subsequent financial years. Prepayments are measured at ​​cost. CashCash comprises bank deposits. Operating leasesLease payments on operating leases are recognised on a straight-line basis in the income statement over the ​term of the lease. Other financial liabilitiesOther financial liabilities are measured at amortised cost, which usually corresponds to nominal value. Prepayments received from customersPrepayments received from customers comprise amounts received from customers prior to delivery of the ​​goods agreed or completion of the service agreed. Tax payable or receivable Current tax payable or receivable is recognised in the balance sheet, stated as tax computed on this year's ​​taxable income, adjusted for prepaid tax. Deferred incomeDeferred income comprises income received for recognition in subsequent financial years. Deferred income ​​is measured at cost. Cash flow statementThe cash flow statement shows cconsolidated cash flows from operating, investing and financing activities, and cash ​and cash equivalents at the beginning and the end of the financial year. ​​ ​​Cash flows from operating activities are presented using the indirect method and calculated as the operating ​​profit/loss adjusted for non-cash operating items, working capital changes, and financial income, financial expenses and income tax paid. ​​ ​​Cash flows from investing activities comprise payments in connection with acquisition and divestment of ​ enterprises, activities and fixed asset investments, and purchase, development, improvement and sale, ​​etc. of intangible assets and property, plant and equipment. ​​ ​​Cash flows from financing activities comprise changes in the size or composition of the contributed capital ​​and related costs, and the raising of loans, repayments of interest-bearing debt, including lease liabilities, purchase of treasury shares and payment of dividend. ​​ ​​Cash and cash equivalents comprise cash and short-term securities with an insignificant price risk. ​​No cash flow statement has been prepared for the Parent as its cash flows are included in the consolidated cash flow statement, refer to section 86(4) of the Danish Financial Statements Act. The cash flow statement shows cconsolidated cash flows from operating, investing and financing activities, and cash ​and cash equivalents at the beginning and the end of the financial year. ​​ ​​Cash flows from operating activities are presented using the indirect method and calculated as the operating ​​profit/loss adjusted for non-cash operating items, working capital changes, and financial income, financial expenses and income tax paid. ​​ ​​Cash flows from investing activities comprise payments in connection with acquisition and divestment of ​ enterprises, activities and fixed asset investments, and purchase, development, improvement and sale, ​​etc. of intangible assets and property, plant and equipment. ​​ ​​Cash flows from financing activities comprise changes in the size or composition of the contributed capital ​​and related costs, and the raising of loans, repayments of interest-bearing debt, including lease liabilities, purchase of treasury shares and payment of dividend. ​​ ​​Cash and cash equivalents comprise cash and short-term securities with an insignificant price risk. ​​No cash flow statement has been prepared for the Parent as its cash flows are included in the consolidated cash flow statement, refer to section 86(4) of the Danish Financial Statements Act. true Grundlag for konklusion Konklusion 2026-04-23 2026-04-23 Revisionspåtegning Regnskabsklasse C, mellemstor virksomhed 2024-12-31 2024-01-01 33963556 Weidekampsgade 6 Deloitte Statsautoriseret Revisionspartnerselskab 2300 København S 2025-12-31 2025-01-01 Formalize ApS 42045136 Aarhus C 8000 2 City Tower, Værkmestergade Aarhus Aarhus C 8000 14 Kannikegade