BDO Statsautoriseret revisionsaktieselskabHavneholmen 29DK-1561 Copenhagen V20222670Årsrapport2024-07-04Mads Suell Henriques Christensen Corpay One ApSBygmestervej 5 st. th.2400 Copenhagen NRevisionspåtegning372315252015-11-02Copenhagen2023-01-012023-12-312022-01-012022-12-31EY Godkendt RevisionspartnerselskabLysholt Allé107100VejleNordeaGrønjordsvej102300Copenhagen Sasa AdvokatfirmaA.P. Møllers Allé 55212791DragørCopenhagen2024-07-04Mads Suell Henriques ChristensenPeter Kenneth Als AndersonDirectorDirectorAlan KingChairmanTy Robert MillerAlissa Blaire VickeryKonklusionGrundlag for konklusionVejle2024-07-04EY Godkendt Revisionspartnerselskab30700228Claus Ejsing AndreasenRevisionspåtegningState Authorised Public Accountantmne1665226593360199294292248555322978345208980116104085748-3048916215105829785612992086898614937598-3440921004937598-34409214937598-34409214937598-344092118806201880620373751364609373751364609561813364609954667888688364151052049042830742243532432184835377237999042221682121409670160993739408712237781493997052524142758375001375001-3404288-8341886-3029287-796688510040478527813942983828760325497408148312429998123210964342999812321096433997052524142758375001-83418864937598375001-34042883133191425191918502018611852027570272330256971120951915087842248555322978345214378711848572711793712151058297856110117319605519803549380612992086898612089602089602089820898188062373751373751373751Regnskabsklasse BtruetrueToday the Board of Directors and Executive Board have discussed and approved the Annual Report of Corpay One ApS for the financial year 1 January - 31 December 2023. The Annual Report is presented in accordance with the Danish Financial Statements Act. In our opinion the Financial Statements give a true and fair view of the Company's assets, liabilities and financial position at 31 December 2023 and of the results of the Company's operations for the financial year 1 January - 31 December 2023. The Management Commentary includes in our opinion a fair presentation of the matters dealt with in the Commentary. We recommend the Annual Report be approved at the Annual General Meeting. To the Shareholder of Corpay One ApS We have audited the financial statements of Corpay One ApS for the financial year 1 January – 31 December 2023, which comprise income statement, balance sheet, statement of changes in equity and notes, including accounting policies. The financial statements are prepared in accordance with the Danish Financial Statements Act. In our opinion, the financial statements give a true and fair view of the financial position of the Company at 31 December 2023 and of the results of the Company's operations for the financial year 1 January – 31 December 2023 in accordance with the Danish Financial Statements Act. Basis for Opinion Grundlag for konklusion 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 financial statements" section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence We are independent of the Company 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. Management's Responsibilities for the Financial Statements Management is responsible for the preparation of 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 financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, Management is 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 in preparing the financial statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Our objectives are to obtain reasonable assurance as to whether the 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 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 the financial statements. As part of an audit conducted in accordance with ISAs and 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 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 Company'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 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 Company'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 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 Company to cease to continue as a going concern. Evaluate the overall presentation, structure and contents of the financial statements, including the note disclosures, and whether the financial statements represent the underlying transactions and events in a manner that gives a true and fair view. 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. Statement on the Management's review Management is responsible for the Management's review. Our opinion on the financial statements does not cover the Management's review, and 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 Management's review and, in doing so, consider whether the Management's review is materially inconsistent with the financial statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether the Management's review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that the Management's review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of the Management's review. Principal activities The Company's principal activities are to carry on IT activities, provide consultancy services in relation to IT platforms, and related activities. Development in activities and financial and economic conditions The Company's results and development in 2023 were as expected. Significant events after the end of the financial year No events have occurred after the end of the financial year of material importance for the Company's financial position. Going concern In support of the company´s abillity to continue as a going concern a letter of support from the Parent Company was obtained. Further reference is made to the note 7. DKK Share Capital Retained earnings Total Equity at 1 January 2023 375.001 -8.341.886 -7.966.885 Proposed profit allocation 4.937.598 4.937.598 Equity at 31 December 2023 375.001 -3.404.288 -3.029.287 Going concern In support of the company´s abillity to continue as a going concern a letter of support from the Parent Company was obtained. Further reference is made to the note 7. 2023 2022 DKK DKK Staff costs 1 Average number of full time employees 31 33 Wages and salaries 19.142.519 19.185.020 Pensions 1.861.185 2.027.570 Social security costs 272.330 256.971 Other staff costs 1.209.519 1.508.784 22.485.553 22.978.345 Other financial income 2 Group enterprises 2.143.787 118.485 172.110 Other financial income 7.271 179.371 2.151.058 297.856 Other financial expenses 3 Group enterprises 1.101.173 196.055 173.107 Other financial expenses 198.035 493.806 1.299.208 689.861 Property, plant and equipment 4 DKK Other plant, machinery, tools and equipment Additions 208.960 Cost at 31 December 2023 208.960 Depreciation for the year 20.898 Depreciation and impairment losses at 31 December 2023 20.898 Carrying amount at 31 December 2023 188.062 Financial non-current assets 5 DKK Rent deposit and other receivables Cost at 1 January 2023 373.751 Cost at 31 December 2023 373.751 Carrying amount at 31 December 2023 373.751 Rent and lease liabillities include a rent obligations totalling DKK 455.664 in interminable rent agreements with remaining contract terms of six months. Basis for going concern 7 The Company has received a letter of support from its Parent Company stating that the liquidity required for the coming year is secured. The Parent Company has financed its subsidiary. Moreover, it is Management's opinion that the Company's operations will be self sustainable and it is therefore Management's opinion that the Company has the capital and liquidity required to secure operations. Consolidated Financial Statements 8 The company is included in the consolidated financial statement of Corpay, Inc., 3280 Peachtree Road, Suite 2400, Atlanta, GA 30305, USA. The Annual Report of Corpay One ApS for 2023 has been presented in accordance with the provisions of the Danish Financial Statements Act for enterprises in reporting class B and certain provisions applying to reporting class C. Regnskabsklasse B1 true true The Annual Report is prepared consistently with the accounting principles used last year. Foreign currency translation Transactions in foreign currencies are translated at the rate of exchange on the transaction date. Exchange differences arising between the rate on the transaction date and the rate on the payment date are recognised in the income statement as a financial income or expense. Receivables, payables and other monetary items in foreign currencies that are not settled on the balance sheet date are translated at the exchange rate on the balance sheet date. The difference between the exchange rate on the balance sheet date and the exchange rate at the time of occurrence of the receivables or payables is recognised in the income statement as financial income or expenses Fixed assets acquired in foreign currencies are translated at the rate of exchange on the transaction date. Net revenue The company has chosen IAS 11/IAS 18 as the interpretive guidance for revenue recognition. Net revenue from sale of merchandise and finished goods is recognised in the income statement if supply and risk transfer to purchaser has taken place before the end of the year and if the income can be measured reliably and is expected to be received. Net revenue is recognised exclusive of VAT, duties and less discounts related to the sale. Cost of sales Cost of sales comprise costs incurred to achieve the net revenue for the year, including direct and indirect costs of raw materials and consumables. Other operating income Other operating income includes items of a secondary nature in relation to the Group’s and the Company’s activities, including profit from sale of intangible and tangible fixed assets. In addition, profit from sale of intangible and tangible fixed assets as well as business interruption and conflict compensations are included. Compensations are recognised when the income is deemed to be realisable. Other external expenses Other external expenses include cost of sales, advertising, administration, premises, bad debts, operating lease expenses, etc. Staff costs Staff costs comprise wages and salaries, including holiday pay and pensions and other costs for social security, etc. for the Company’s employees. Repayments from public authorities are deducted from staff costs. Other operating expenses Other operating expenses include items of a secondary nature in relation to the enterprises' principal activities, including loss from sale of intangible and tangible fixed assets. Financial income and expenses Financial income and expenses include interest income and expenses, financial expenses of finance leases, realised and unrealised gains and losses arising from investments in financial assets, debt and transactions in foreign currencies, amortisation of financial assets and liabilities as well as charges and allowances under the tax-on-account scheme, etc. Financial income and expenses are recognised in the income statement by the amounts that relate to the financial year. Tax The tax for the year, which consists of the current tax for the year and changes in deferred tax, is recognised in the income statement by the portion that may be attributed to the profit for the year, and is recognised directly in the equity by the portion that may be attributed to entries directly to the equity. Tangible fixed assets Land and buildings, production plant and machinery, other plants, fixtures and equipment are measured at cost less accumulated depreciation and write-down. Land is not depreciated. The depreciation base is cost less estimated residual value after end of useful life. The cost includes the acquisition price and costs incurred directly in connection with the acquisition until the time when the asset is ready to be used. As regards self-manufactured assets, the cost price includes cost of materials, components, subcontractors, direct payroll and indirect production costs. Straight-line depreciation is provided on the basis of an assessment of the expected useful lives of the assets: Useful life Other plant, fixtures and equipment 3-5 years Profit or loss on disposal of tangible fixed assets is stated as the difference between the sales price less selling costs and the carrying amount at the time of sale. Profit or loss is recognised in the income statement as other operating income or other operating expenses. Financial non-current assets Impairment of fixed assets The carrying amount of intangible and tangible fixed assets together with investments, which are not measured at fair value, are valued on an annual basis for indications of impairment other than that reflected by amortisation and depreciation. In the event of impairment indications, an impairment test is made for each asset or group of assets, respectively. If the net realisable value is lower than the carrying amount, write-down is provided to the lower value. The recoverable amount is calculated at the higher of net selling price and capital value. The capital value is determined as the fair value of the expected net cash flows from the use of the asset or group of assets and the expected net cash flows from sale of the asset or group of assets after the end of its useful life. Receivables The company has chosen IAS 39 as the interpretive guidance for impairments of financial receivables. Receivables are measured at amortised cost which usually corresponds to nominal value. The value is reduced by impairment to meet expected losses. Write-off is performed to provide for losses when an objective indication has been assessed to have incurred that a receivable or a portfolio of receivables are impaired. If there is an objective indication that an individual receivable is impaired, the write-off is performed at individual level. Receivables for which there are no objective indication of impairment at individual level are assessed at portfolio level for objective indication of impairment. The portfolios are primarily based on the debtors’ registered office and credit rating in accordance with the Company’s policy for credit risk management. The objective indicators, which are applied for portfolios, are determined based on the historical loss experiences. Write-off is determined as the difference between the carrying amount of receivables and the present value of the expected cash flows, including realisable value of any received collaterals. The effective interest rate is used as discount rate for the single receivable or portfolio. Accruals, assets Accruals recognised as assets include costs incurred relating to the subsequent financial year. Tax payable and deferred tax Current tax liabilities and receivable current tax are recognised in the balance sheet as the calculated tax on the taxable income for the year, adjusted for tax on the taxable income for previous years and taxes paid on account. Deferred tax is measured on the temporary differences between the carrying amount and the tax value of assets and liabilities. Deferred tax assets, including the tax value of tax loss carry-forwards, are measured at the expected realisable value of the asset, either by set-off against tax on future earnings or by set-off against deferred tax liabilities within the same legal tax entity. Deferred tax is measured on the basis of the tax rules and tax rates that under the legislation in force on the balance sheet date will be applicable when the deferred tax is expected to crystallise as current tax. Any changes in the deferred tax resulting from changes in tax rates, are recognised in the income statement, except from items recognised directly in equity. Liabilities Other liabilities are measured at amortised cost equal to nominal value. 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