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Annual Report 2023

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Contents
Ease2pay N.V.’s listing 4
Membership of the Management Board and the Supervisory Board 5
Report of the Management Board 8
Strategy 8
People 11
Developments in the year 12
Risk and governance 14
Outlook 18
Report of the Supervisory Board 19
Financial statements 2023 22
Consolidated financial statements 2023 22
Consolidated statement of profit or loss and other comprehensive income 22
Consolidated statement of financial position 23
Consolidated statement of cash flows 24
Consolidated statement of changes in equity 25
Notes to the consolidated financial statements 26
Company financial statements 2023 48
Company statement of profit or loss 48
Company statement of financial position 48
Notes to the Company financial statements 49
Other information 54
Articles of association provisions governing the appropriation of profit 54
Independent auditor’s report 55
























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Ease2pay N.V.’s listing
3
Ease2pay N.V.’s listing
Listing
Ease2pay N.V. (symbol: EAS2P, ISIN Code NL0000345627 (hereafter also
referred to as ‘Ease2pay’, ‘the Company’, or ‘the Group’)), has been listed
on Euronext Amsterdam since May 1997. Until 21 February 2018,
Ease2pay was listed under the name Docdata N.V.
 
Capital and shares
The authorised share capital was EUR 11 million on 31 December 2023,
comprising 110 million ordinary shares with a nominal value of EUR 0.10
each. As at 31 December 2023, 23,542,215 shares were issued 
(31 December 2022: 23,542,215). 
 
Major holdings
The Financial Supervision Act (Wet op het financieel toezicht or Wft)
requires shareholders holding at least 3% of the outstanding shares to
report this to the Authority for the Financial Markets (Autoriteit
Financiële Markten or AFM). As at 31 December 2023, the respective
shareholdings of at least 3% in Ease2pay N.V. are as follows:
-  J.H.L. Borghuis (indirectly via Morgen Beheer B.V., one of the two
partners of The Internet of Cars v.o.f.) jointly with G.J. van Lookeren
Campagne (indirectly via Loca Holding B.V., one of the two partners of
The Internet of Cars v.o.f.): 28%
-  SEnS Holding B.V.: 17.5%
-  Arkelhave Capital B.V.: 10.6%
-  T.O. Hektor: 8.2%
 
 
 
 
 
 
 
-  H3G B.V.: 5.6% 
-  Cross Options International XI B.V.: 3.6%
-  ENERGIIQ Energie-innovatiefonds Zuid-Holland B.V.: 3.0% 
-  Desysion Holding B.V.: 3.0%
 
Investor relations policy
To limit expenses and in line with the size of the Company, Ease2pay has
opted to restrict its investor relations policy to issuing press releases.
Ease2pay has drawn up a bilateral contacts policy on its contacts with 
shareholders, analysts and the press that can be found along under
‘Corporate Governance’ on the www.investor.ease2pay.com website. 
 
Dividend proposal
Based on the 2023 results, the Management Board of the Company
proposes not to pay any dividend to its shareholders.
 
Insider trading regulations
Ease2pay has Insider Trading Regulations to implement the legislation as
set out in the Market Abuse (Financial Supervision Act) Decree (Besluit
Marktmisbruik Wft). Staff and advisers who are regarded as insiders by
Ease2pay sign a declaration committing them to comply with these
regulations, which can be found (in Dutch) under 'Corporate Governance'
on the www.investor.ease2pay.com website. The Management Board and
the Supervisory Board also meet the provisions of the Wft, the rules on
disclosure of voting rights, capital, major holdings and capital interest at
issuers. The AFM supervises compliance in this context.

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Membership of the Management and the Supervisory Board
4
Membership of the Management Board and the
Supervisory Board
 
Management Board
 
Jan (J.H.L.) Borghuis (1968)
-  Dutch nationality
-  Reappointed as a director: 19 January 2022
-  Term of office: until the annual General Meeting of shareholders in
2026
 
Sole director and shareholder of Morgen Beheer B.V., one of the two
partners in The Internet of Cars v.o.f. This partnership is one of Ease2pay
N.V.’s shareholders. Jan Borghuis studied business economics at Erasmus
University Rotterdam.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gijs (G.J.) van Lookeren Campagne (1967)
-  Dutch nationality
-  Reappointed as a director: 19 January 2022
-  Term of office: until the annual General Meeting of shareholders in
2026
 
Sole director and shareholder of Loca Holding B.V., one of the two
partners in The Internet of Cars v.o.f. This partnership is one of Ease2pay
N.V.’s shareholders. Gijs van Lookeren Campagne studied business
economics at Erasmus University Rotterdam and earned a degree of
Dutch Chartered Accountant (“RA”) from the Tilburg University.  
   

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Membership of the Management and the Supervisory Board
5
Supervisory Board
 
Manuela Melis (1973)
-  Dutch nationality
-  Appointed as a Supervisory Board member: 30 June 2022
-  Term of office: until the annual General Meeting of shareholders in
2026
 
Ms Melis studied business economics and has experience in the fields of
interim management, digital innovation and performance improvement.
Ms Melis is director finance and operation at the Dutch public transport
route planner (9292 REISinformatiegroep) and acts as independent
interim manager (at TweeM.nl) and operates mainly in industries public
transport and logistics (a.o. Melis Logistics).
 
 
 
Marijke Terpstra (1961)
-  Dutch nationality
-  Appointed as a Supervisory Board member: 30 June 2022
-  Term of office: until the annual General Meeting of shareholders in
2026
 
Ms Terpstra studied Law at Utrecht University and has experience in the
fields of risk management and compliance. Ms Terpstra is Chief Risk &
Compliance Officer at European Merchant Services B.V. She has
experience as Chief Risk Officer at Payvision Holding B.V., Chief
Compliance Officer at ContextLogic B.V. and Vice President Head of
Regulatory Governance Risk & Controls at Deutsche Bank.
 
 
 
 
Heini Withagen (1969)
-  Dutch nationality
-  Appointed as a Supervisory Board member: 30 June 2022
-  Term of office: until the annual General Meeting of shareholders in
2026
 
Mr Withagen studied Electrical Engineering and obtained his PhD in
Electrical Engineering at Eindhoven Technical University and has expertise
in the field of digital transformation. Mr Withagen is the co-founder of
Ravling, CIO at Tired of Cancer and has his own consultancy and 
investment-firm DHP Holding B.V. In the past, he was Chief Technology
Officer ad interim at felyx and Co-Founder and Chief Technology Officer of
Mirabeau B.V.
 
 
Tom de Witte (1966), chairman of the Supervisory Board
-  Dutch nationality
-  Appointed as a Supervisory Board member: 30 June 2022
-  Term of office: until the annual General Meeting of shareholders in
2026
 
Mr De Witte studied Economics and Law at the Erasmus University in 
Rotterdam and graduated at the Erasmus University in Rotterdam as
Dutch Chartered Accountant (“RA”) and has experience in the fields of
finance and control. Mr De Witte is Chief Financial Officer at ProDelta and
member of the Supervisory council of Diergaarde Blijdorp / Rotterdam
Zoo. Prior to that, he was for 12 years auditor at Arthur Andersen and was
for another 12 years CFO of the listed real estate funds of the Vastned
Group. Furthermore, he was a non-executive board member at

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Membership of the Management and the Supervisory Board
6
Globalworth Poland Real Estate and member of the Supervisory Board
and member of the audit committee of Staedion.

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Report of the Management Board
7
Report of the Management Board
Strategy
The Group’s strategy is built on its comprehensive self-service platform
combining mobile payment technology with Internet-of-Things (‘IoT’)
device connectivity. The Group’s market strategy focuses on self-checkout
for public spaces, leisure locations and transport locations. The Group
operates in a fast-growing market that is driven by global trends for
digitalisation, IoT, unattended retail and mobile payments. The Group
founds it strategy by a proven operating self-service platform and a
surging volume of transactions. With the acquisition of Involtum Holding
B.V. (‘Involtum’) in 2022, the Group expanded its platform services with
self-service electricity transactions resulting in a strong increase in its total
transaction volume. Ease2pay’s principal geographic market is the
Netherlands, although services are also supplied in other European
countries.
The Group serves its customers, mentioned as “merchants”, in these
markets by providing book-stay-use-pay products chiefly consisting of a
back-end platform in combination with front-end applications and
websites. The back-end platform connects to devices, such as chargers,
electricity and water supply connection points, washing machines and
dryers. The users of the merchant’s services, mentioned as “end-users”,
enter into the transaction with its mobile device and the Group ensures
that the end-user will pay via its mobile or is invoiced and pays the
transaction.
Merchants are government bodies (mainly municipalities and port
authorities) and commercial organisations (mainly in the leisure market)
that use the platform supplied by Ease2pay to make facilities and services
available to their own customers.
Ease2pay believes to benefit from a range of opportunities and trends
that include the emergence of smart parking, the ever-increasing
importance of mobile phones, the steady development of self-service and
IoT technology and the growing demand for sustainable and
sustainability-oriented services, to be the driving forces behind future
growth in these markets. The Group aims to increase the volume and the
nature of the transactions on its platform and enter a phase of a positive
result and operating cash flow in the medium term.
The products provided by the Group make use of cloud-based back-end
platforms (the Platform) in combination with front-end applications and
websites. The front-end applications in the form of various apps and
websites that can be used to access the services provided by the Group
are available to users under different brand names. The Group has
created dedicated apps and often also interactive websites for each
brand, tailored to the specific features developed for each brand. The
Group has developed one or more labels for each of its target markets, for
example Ease2pay On the GO, Ease2pay AanUit, Ease2pay NomadPower,
Ease2pay Walstroom and Ease2pay Marktstroom.
The above are cornerstones to enable Ease2pay’s strategy for 2024 to
2026 using its self-service platform as communicated on its shareholders’
meeting on 13 December 2023.
Business model
Ease2pay’s business model is to provide the services of its selfservice IoT
platform in combination with mobile payments or invoicing of end users
and payment to the merchants. End users are able to entrust monies to

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Report of the Management Board
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Stichting Beheer Derdengelden Ease2pay (“foundation”) to use services,
the deposits are legaly serparated in this foundation. Payments of
electricity and other transaction are usually invoiced to the end users.
Parking and fuelling payment transactions are processed by the Group
company Ease2pay B.V. Ease2pay B.V. is listed in the registers of exempt
electronic money institutions (‘vrijgestelde betaaldienstverlener’) and
exempt payment service providers at De Nederlandsche Bank N.V. (DNB).
Ease2pay B.V. is exempt in both roles and therefore not under the
supervision of DNB. In addition, Ease2pay B.V. has been accredited by
Currence as an eMandate Service Provider (MSP) and certified as a
Collecting Payment Service Provider (CPSP) for iDEAL. Stichting Beheer
Derdengelden Ease2pay holds the electronic money institution balances
of users of the transaction platform independently of the commercial
operations. Other transactions (Involtum platform) are invoiced to app
users and repaid to merchants.
Ease2pay legal organisation is summarised below.
The activies of the legal enties can be summarised as follows:
Ease2pay N.V.:
holding company
- Intellectual property rights of the
brands
Stichting Beheer Derdengelden Ease2pay
- Holds independently entrusted monies
of users of the transaction platform
Ease2pay activities
- Agreements with users of the mobile
app
- Agreements with merchants which use
the platform
- CPSP and electronic money institution
exemptions from DNB
- iDEAL certificate agreement and MSP
accreditation agreement from Currence
- Government Road Transport Agency
(RDW) data agreement
- Ease2pay IT platform
- Ease2pay mobile apps
Involtum
- Agreements with users of the mobile
app
- Agreements with merchants which use
the platform
-
Process transactions on the platform for
merchants
- Power charging (NomadPower, for
example)
- Invoicing and payments for transactions
processed on the platform
- Involtum IT platform
- Involtum mobile apps
Long-term value creation
Ease2pay comprehensive self-service platform combines mobile payment
technology with IoT device connectivity which results in self-service
solutions. The Group’s value creation is based on expanding its self-
checkout platform for locations and facilities into a leading platform for
self-service in public spaces, on leisure locations and on transport
locations. Its business model is built on recurring subscription and
payment processing revenues, which has proven to be a sticky business
model in the long-term. Thanks to its robust IoT backbone and transaction
platform the Group has already multi-year successful collaborations with
industry leading partners (e.g. Miele, Rabobank and ANWB). Our strategic
long-term objective is to grow organically by increasing number of
transactions, connections and clients in existing countries and roll-out in
new European countries added with growth from acquisitions and growth
from new successful collaborations with industry leading partners.
Ease2pay N.V.
Involtum Ease2pay
Stichting Beheer
Derdengelden
Ease2pay

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Report of the Management Board
9
Ease2pay’s open, enterprising and innovative culture is stakeholder-
centric. Innovation is the key to long-term value creation, and, to us, it
means dialogue with customers, staff (see section ‘People’), NGOs and
government authorities (for example municipalities, port authorities or
supervision authorities). If existing solutions fall short from a sustainable
perspective, we develop new ones that are more appropriate in the social
context set by relevant NGOs and government authorities. Those new
innovations are then tested on their effectiveness by our staff and
customers. This open innovation process, in which trial and error are
possible, creates our innovative sustainable services. In this way,
customers, staff, NGOs and government authorities help guide the
innovation, partly by setting the framework within which we can
innovate. The Group aims to have an open dialogue with its shareholders
as well, by providing strategy updates on shareholders meetings and
through press releases press releases for significant developments of the
Group.
The Group consists of only Dutch legal entities and Dutch tax laws are
applicable for taxation based on which a fair share of taxes is paid.
Ease2pay is loss-making and has no profitable income for income taxes.
For operations in Europe, Ease2pay pays its fair share of relevant taxes,
mainly value added taxes, according to European law.
Ease2pay is a lean and agile small company. The focus is on further
enhancement of the platform and technology is a driver for this. New
technologies are continuously assessed on their usefulness in the
platform, adding of new futures or better efficiency of effectiveness of the
operating of the platform.
Sustainability and environment
Ease2pay’s self-service platform facilitates the energy transition in various
transport sectors. With apps like Walstroom, Marktstroom and
NomadPower, we facilitate using electric power where polluting diesel
aggregates were once in use. This dedication reflects our efforts to
develop innovative and clean solutions to support the energy transition.
Our book-stay-use-pay platform contributes to the digital processes and
connects business processes between merchants and users. Through our
solutions, Ease2pay improves the sustainability profile of all stakeholders.
We deem that the risk related to climate change is limited for Ease2pay as
its activities are energy extensive and the company provides services that
support transition to usage of (sustainable) electric power.
European Corporate Sustainability Reporting Directive
Starting as from the calendar year 2026, Ease2pay has to report on its
environmental, social and governance performance as required in the
Corporate Sustainability Reporting Directive (“CSRD”). Ease2pay classifies
as a small, listed company and the implementation date for these
companies as from 1 January 2026.
Ease2pay is involved in the supply chain of electricity; however, its main
activities are switching electricity on or off at specific locations via mobile
devices, metering of and collecting of monies from electricity via the IoT
platform. Ease2pay provides only a very limited volume of electricity
itself. Only in a limited number of locations, which has been decreased in
2022 and 2023, the Group provides power to customers. The Group’s
main footprint is to operate its self-service transaction platform, which
will be the central starting point in its sustainability assessment. The
Group will use in its assessment more detailed guidance of European
Sustainable Reporting Standards (“ESRS”), that will be enhanced during
the ongoing development of these standards.

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Report of the Management Board 
10 
People
Culture
The values of being open, enterprising and innovative are emphasised by
management in recruitment and selection, regular appraisals and day-to-
day practice. The Management Board monitors compliance of the
employees to Ease2pay’s code of conduct, which is an integral part of the
employment agreement. Due to the limited size of the workforce the
Management Board monitors compliance orderly and steps in swiftly, if
needed.
 
Ease2pay aims for corporate social responsibility in its operations. The
Management Board applies the values of corporate social responsibility
pragmatically in its day-to-day activities. We have chosen to open our
organisation to student participation; where possible, we provide relevant
parttime jobs for students to give them meaningful work experience that
is in line with their educational experience. In its pursuit of greater
diversity, the Company's offices have been located at the campus of
Erasmus University Rotterdam since 2021.
 
Diversity
Ease2pay strives for diverse and inclusive leadership, within the abilities
of its limited workforce and its industry. All members of the Management
Board and half of the members of the Supervisory Board are male.
Membership of the Management Board is therefore not balanced. This
imbalance is not a deliberate decision by Ease2pay, but a consequence of
appointing the most suitable person to an available position. If a vacancy
occurs for a Board position and there is a choice between a man and a
woman of equal quality and suitability, a woman will have preference.
 
In the Supervisory Board, women account for 50 percent and men for 50 
percent of the positions respectively. The average age in management
 
 
positions tends to be higher than Ease2pay average because of part-time
employment of students. Effectively, Ease2pay aims for some 25 percent
women in the Boards, with which the Company complies. Ease2pay has
considered in this target the industry it operates, payment and IT
industry, in which the majority of employees are men. The Company aims
to change the current mix, by means of filling vacancies with women
when their qualifications are suitable.
 
Staff
In 2023, the staff increased to 15.8 full time equivalents related to 14.5
full time equivalents in 2022. As 18 % of the workforce consist of part-
time (student) employees (2022: 60%), the actual number of employees is
higher: 20 employees as at 31 December 2023 (31 December 2022: 30
employees). The proportion of females in the workforce has decreased to
21% as at 31 December 2023 (2022: 25%).
 
The Management Board would like to thank the entire team for their
efforts in 2023.
 
 
 
 
 
 
 
 
 
 
 

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Report of the Management Board
11
Developments in the year
Events in 2023
The Group sharpens its strategy focusing on operating its comprehensive
self-service platform combining mobile payment technology with IoT
device connectivity. Its market strategy is to focus on self-check out for
public spaces, leisure locations and transport locations.
The Group rebranded its acquired services to the Ease2pay brand name
resulting in six different apps and labels under the Ease2pay brand name.
The publication of the financial statements 2022 was delayed up to 26
October 2023, due to changes in the Management Board and inaccuracies
in administrative processes related to value added taxes. This resulted in
listing measure commencing on 4 July and ending 31 October 2023.
The Group integrated its employee force by enhancing its terms of
employment, ending contracts of ineffective employees and enhancing its
monitoring via a HR portal.
The Group enhanced its customer services and administrative systems
and processes by implementing customer services software, restructuring
pin-terminal agreements with customers and enhancement of VAT
administration for all the countries the Group operates.
Other than mentioned above, there are no other relevant events events
that should be taken into account for the financial statements.
Result for the year
The statement of profit or loss for 2023 can be summarised as follows:
EUR thousands
2023 2022
Change
Change %
Revenue
2,693 3,382 -
689
-20%
Cost incurred from services and goods sold -1,450 -2,532
1,082
-43%
Net revenue
1,243 850
393
46%
Employee benefits
-
1,150
-
1,107
-
43
4%
Other operating expenses
-
713
-
1,533
820
-
53%
EBITDA (Earnings before interest, tax,
depreciation, and amortisation)
-620 -1,790
1,170
-65%
Amortisations, depreciations and
impairment
-899 -24,633
23,734
-96%
Operating loss
-1,519 -26,423
24,904
-94%
Finance income or expenses(-)
41 -23
64
-278%
Income tax expense / income
109 -371
480
-129%
Loss for the year
-1,369 -26,817
25,448
-95%
In the year 2023, the revenue of platform fee increased with 36%
to EUR 2.1 million, the total of the settlement fees amounting to EUR 1.4
million and the processing fees of EUR 0.7 million (see in note 4 Revenue
and segment information of the financial statements 2023)(2022:
platform fees increased with EUR 1.2 related to 2021 mainly due to the
acquisition of Involtum). The transaction volume increased 64% to 7.7
million in 2023 (2022: 4.7 million).
Other revenues decreased with EUR 1.3 million as involvement in sales of
equipment (switches or connectors) are reduced. Ease2pay facilitates
parties to use platform services and supports customers to purchase this
equipment from sellers directly.

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Report of the Management Board
12
Employee benefits increased by EUR 0.1 million, to EUR 1.2 million, due to
an increase in the workforce. Management Board remunerations
decreased by some EUR 0.1 million to EUR 0.2 million. The remuneration
of the Supervisory Board was less than EUR 0.1 million, in line with 2022.
Operational expenses decrease mainly due to the significant expenses for
services of advisors for the acquisition of Involtum in 2022. Ease2pay
integrates its activities and the Involtum activities aiming for more
efficiency.
In 2022, the impairment loss of EUR 23.8 million resulting from the
context of the market circumstances and strategic decisions and
directional change after the acquisition of Involtum, dominated the net
loss (see note 10 of the financial statements).
The net loss for the year resulted in EUR 1.4 million, a difference of
EUR 25.4 million compared to 2022 that was dominated by the
impairment loss in 2022.
Movements in intangible assets and property, plant and equipment
EUR thousands
Goodwill
Platforms and
customer
relationships
Property,
plant and
equipment
As at 1 January 2023
1,213 3,946 434
Investments
0 0 11
Amortisations and depreciations
0 -699 -200
As at 31 December 2023
1,213
3,247
245
The main change in the non-current assets is a decrease of EUR 0.9 million
for amortisation of intangible assets and depreciation of property, plant
and equipment.
Cash and cash equivalents
Cash and cash equivalents decreased with EUR 0.7 million in the year due
to operational cash outflow to EUR 2.7 million.
Capital management
Ease2pay N.V. is responsible for the funding of the Group by issuance of
equity or obtaining borrowings. Ease2pay N.V. finances its operational
companies by intercompany loan facilities or equity contributions. The
solvency ratio as at 31 December 2023 amounts to 71%, related to 75%
on 31 December 2022.
Ease2pay N.V. does not have a rating from rating agencies as regulators as
this is not a group requirement given its limited size.
Going concern
The Group experienced cash outflows of EUR 0.7 million, reducing cash
and cash equivalents to EUR 2.7 million on 31 December 2023. In 2023,
the operational cash outflow decreased to EUR 0.7 million compared to
EUR 2.7 million in 2022, mainly because of to one-off advisory expenses in
2022.
The Group forecasts increasing cash generation from its activities in
future years, which is underlined by the developments in 2023. The Group
has sufficient liquidity to cover expenses payable for at least the twelve
months from the publication date of this report (see also note 2.2 of the
consolidated financial statements).
Research and development
The development of the transaction platform is a gradual research and
development process, which is guided by feedback collated from groups

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Report of the Management Board
13
of users. Although an investment in the platform was not made, a total of
EUR 448 thousand (2022: EUR 247 thousand) was incurred in developing
in-house software. This expenditure served to develop payment services
for multi-story car parks and purchasing rights for travel on public
transport. Although the expenditure was considerable, the expenses
related mainly to platform maintenance.
Risk and governance
Risk profile
The Management Board is responsible for the existence and appropriate
functioning of the Company’s risk management and its internal control
framework. Ease2pay continues to work on further development of its
internal risk management organisation in 2023 specifically related to the
further intergration of the activities of Involtum. Ease2pay is aware that
risk management and internal control systems cannot provide absolute
certainty that the commercial objectives can be achieved and cannot
entirely prevent material misstatements, losses, fraud or breaches of law
and regulations.
Risk management and control
Ease2pay has implemented internal risk management and control systems
to manage its risks effectively and efficiently, aiming to operate at a
continuous basis or less repeatable controls at least once a year. This
provides reasonable assurance that objectives can be met. The Company’s
policies, procedures and culture ensure that employees understand their
respective roles in our risk and control systems. Ease2pay continues to
enhance its internal control framework due further integration of the
Involtum activities and growth of its activities.
Relevant mitigating controls mapped to internal risk scenarios vary in
origin. There are governance measures, such as oversight by the
Management Board and the external audit. Ease2pay also applies
measures aimed at people, conduct and culture. Furthermore, a range of
detective controls at process level are present, such as system
monitoring, reconciliation and auditing.
The internal risk management and control systems for financial reporting
includes measures such as consolidated periodic reports, assessments

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Report of the Management Board
14
comparing current developments to budget, previous periods and
operational expectations, like process volumes. The outcomes of these
measures are regularly discussed within the Management Board and with
the Supervisory Board. Ease2pay’s risks on financial instruments is limited
to primary financial instruments only (see financial statements 21
Financial risk management).
Ease2pay is exposed to limited credit risk for its outstanding receivables
and concluded that this risk is acceptable, and no credit insurance is
needed as this may be the most appropriate hedge measure. Ease2pay is
not exposed to interest rate risk or commodity risk and has a limited and
acceptable foreign currency transaction risk for UK Pound Sterling.
Aforementioned aligns with the objects and policies of the Group based
on the nature and size of the financial instruments exposure.
Strategy-related risks
Like every business, Ease2pay is exposed to the commercial, technical and
financial risks inherent to doing business. In addition to such general risks,
Ease2pay faces the following main specific risks:
- A substantial part of the Company’s revenues depends on a few
Strategic Partners. If these Strategic Partners are less successful or
change their strategy, it could lead to a lower growth or even the loss
of business for the Company and thus it may have a material adverse
effect on the Company’s business, results of operations, financial
condition and prospects. We regard this as a substantial but
manageable risk.
- The Company has a history of operating losses and an assurance of
future profitability cannot be given. We regard this as a considerable
but manageable strategy-related risk.
- Ease2pay has a growth strategy which is linked to expenditure to
develop additional payment functionality, which has not yet been
capitalised as it is not currently certain whether these new activities
can be profitable in future. We regard this as a substantial but
manageable strategy-related risk.
- There is a risk that Ease2pay will be affected given it is dependent on
external and public software systems. Unforeseen interruptions to
external and public software systems, for example, a breakdown in
the iDEAL payment system or the mobile network, could adversely
affect operations and damage Ease2pay. In other words, in such
circumstances, services could be delayed or interrupted and critical
assets such as systems and data could be lost. We regard this as a
non-manageable small risk inherent to the company’s operations.
- If new financial guidelines for electronic money institutions, Collecting
Payment Service Providers or eMandate Service Providers are
introduced, Ease2pay will have to incur costs to comply with the new
requirements and face other unforeseen consequences that may arise
from this. We regard this as a small manageable risk.
- Operational risk consists of unforeseen interruptions to operations
that damage Ease2pay. In such circumstances, services could be
delayed or interrupted and critical assets such as systems and data
could be lost. We regard this as a small manageable risk.
- Information and cyber risks consist of theft, alteration or destruction
of information and any subsequent inability to ensure the continuity
of services or protect confidential, critical or sensitive information.
This risk may also mean services could be delayed or interrupted and



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Report of the Management Board
15
critical assets such as systems and data could be lost. We regard this
as a small manageable risk with a large impact.
- There is a risk that Ease2pay’s assets, in particular the IT platform, will
have to be written down in value as new technologies or new
competitors arise. The value of Ease2pay’s IT platform could fall as a
result of a write-down and this would affect Ease2pay’s financial
results and its share price. We regard this as a small manageable risk.
- Credit risk is limited due to the nature of operations as parking
activities are paid from balances held by ‘Stichting Beheer
Derdengelden Ease2pay', for other operations of merchants the
amounts received less Ease2pay’s fees are settled, as regular trade
receivables. We regard this as a small manageable risk.
Fraud risk
Fraud risk prevention starts with the identification of potential internal
and external fraud risk scenarios. Ease2pay by ways of its management
assessed that the relevant controls and mitigating measures in place
sufficiently mitigate the identified fraud risk scenarios.
Whenever fraud is suspected or reported, an internal investigation is
conducted, and corrective actions are taken. Ease2pay uses mitigating
measures, such as employee background screening and a whistle-blower
policy.
Liquidity risk
Liquidity risk consists of a possible shortfall of cash resources to meet all
current and expected obligations, partly due to the timing risk that
expected receipts are received later than foreseen. The Management
Board focuses on minimising costs and expenditures and making them as
flexible as possible in relation to the Company’s day-to-day business.
Ease2pay’s policy is to have sufficient cash and cash equivalents available
to maintain the Company’s day-to-day operations for at least the twelve
months from the publication date of this report.
Listing risk
Ease2pay is listed on the NYSE Euronext Amsterdam exchange and has to
meet the applicable rules and regulations. Any changes in the regulations
could lead to additional costs or other unforeseen consequences.
Legal risk
There are currently no ongoing legal proceedings or outstanding liability
claims.
Dutch Corporate Governance Code
The Management Board uses the Dutch Corporate Governance Code as
the basis for corporate governance in the business and offering optimum
transparency. The Group applies the Dutch Corporate Governance Code
2022, which took effect from the financial year 2023 and is applicable to
this annual report (see https://www.mccg.nl/publicaties/
codes/2022/12/20/dutch-corporate-governance-code-2022).
The following documents are available in Dutch on Ease2pay’s corporate
website (https://investor.ease2pay.eu/):
- the articles of association of Ease2pay N.V.;
- the Management Board regulations;
- the Supervisory Board regulations, including the profile for the size
and composition of the Supervisory Board;
- the code of conduct and whistle-blower’s regulations;
- the insider trading regulations;
- the minutes of shareholders’ meetings;
- the policy on bilateral contacts.

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Report of the Management Board
16
Due to is relatively small size, Ease2pay does not voluntarily apply other
codes or standards.
There are no conflicts of interest between either Ease2pay’s Management
Board or Ease2pay’s Supervisory Board and the Company, although it
should be noted that members of the Management Board own shares in
Ease2pay N.V., as stated in the section ‘Major holdings’ of this Board
report. Management Board’s regulations require to provide timely all
information and developments of Ease2pay to the Supervisory Board
including information of preparations and/or announcements of takeover
bids, if any. Transactions with members of the Management Board are
their remuneration for the year, amounting to a total of EUR 176
thousand. This amount is based on the responsibilities of their respective
positions that are customary in the market. Ease2pay complies with the
principle 2.7.5 Accountability regarding transactions: majority
shareholders of the Dutch Corporate Govrenance Code.
During 2023, Ease2pay departed from a limited number of points in the
Dutch Corporate Governance Code. The main departures of the main or
detailed principles (the numbering refers to the elements of the Code) are
explained below:
Section corporate governance code
Substantive explanation of departure
1.3 internal audit function - The task of
the internal audit function is to assess
the design and operation of the internal
risk management And control systems.
The management board is responsible
for the internal audit function. The
supervisory board oversees the internal
audit function and maintains regular
In line with its limited size, Ease2pay has
not appointed an internal auditor.
Ease2pay intends to appoint an internal
auditor when appropriate based on an
increase in its size.
Section corporate governance code
Substantive explanation of departure
contact with the person fulfilling this
function.
1.5.1 Duties and responsibilities of the
audit committee - The audit committee
undertakes preparatory work for the
supervisory board’s decision-making
regarding the supervision of the
integrity and quality of the company’s
financial and sustainability reporting and
the effectiveness of the company’s
internal risk management and control
systems, as referred to in best practice
provisions 1.2.1 to 1.2.3 inclusive. It
focuses among other things on the
supervision of the management board
with regard to:
i. relations with, and compliance with,
recommendations and follow-up of
comments by the internal and external
auditors and any other external party
involved in auditing the sustainability
reporting;
ii. the funding of the company; and
iii. the company’s tax policy.
This also applies for the principles:
- 1.5.2 Attendance of the
management board, internal
auditor and external auditor at
audit committee consultations; and
- 1.5.3 Audit committee report.
- 1.5.4 Supervisory board - The
supervisory board should discuss
the items reported on by the audit
committee on the basis of the
relevant best practice provision.
In line with it limited size of Ease2pay
has not appointed an internal auditor
and an audit committee. The
supervisory board does, however, apply
this recommendation and perform this
principle as a whole.

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Report of the Management Board
17
Management Board’s statements for this annual report
Statement on application of the Dutch Comporate Governance Code
Taking into account the inherent limitations in respect of the nature and
size of Ease2pay (as mention in the section Risk management and
control), which are referred to in this annual report (see also the notes on
the Corporate Governance Code), the Management Board declares that:
- The Management Board (within the meaning of section 2.391 of the
Dutch Civel Code) provides sufficient insight into any shortcomings in
the operation of the internal risk management and control systems;
- The aforementioned systems provide reasonable assurance that the
financial reporting does not contain any errors of material
importance;
- The current situation justifies financial reporting on a going concern
basis; and
- The report describes the material risks and uncertainties that are
relevant to the expectations of the company’s continuity for a period
of 12 months after the preparation of this report.
Statement pursuant to Section 5:25c of the Financial Supervision Act
(Wet op het financieel toezicht)
The Management Board states that, to the best of its knowledge:
- the 2023 financial statements give a true and fair view of the assets,
liabilities, financial position as at 31 December 2023 and the loss for
the financial year 2023 of Ease2pay N.V. and the subsidiaries included
in the consolidation;
- the 2023 Annual Report gives a true and fair view of the situation as
at 31 December 2023 and developments at Ease2pay N.V. and the
subsidiaries included in the consolidation during the 2023 financial
year, and that the 2023 annual report describes the material risks that
Ease2pay N.V. faces.
Outlook
Ease2pay will continue enhancing its strategy as started in 2023 focusing
on services for merchants supported by Ease2pay’s platform and mobile
apps. Based on this strategy, Ease2pay aims to increase transaction
volumes further. Ease2pay expects to continue its growth in revenue and
improvement of its result, although the latter is expected to increase to a
lower extent than in 2023 (see the section Result for the year above). It is
not expected that significant investments will be made, nor that the
financing of the company will change. It is foreseen that the number of
employees will remain approximately the same.
Rotterdam, 26 April 2024
The Management Board
Jan H. L. Borghuis
Gijs J. van Lookeren Campagne



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Ease2pay N.V. Report of the Supervisory Board
18
Report of the Supervisory Board
On 27 December 2022 two board members, E. Noomen and M. Hektor
(both former Involtum directors) decided to step-down as directors of the
Company and to end their activities from 1st April 2023. As a result of this
decision, the Supervisory Board and Management Board met in the 1st
quarter of 2023 on a regular basis to ensure a proper transition of the
former directors’ responsibilities, closely monitor the continuity of the
business and to ensure that the integration of Involtum could be properly
completed.
Based on the changed environment with rising interest rates and energy
prices, the remaining management board members, in close discussion
with the Supervisory Board, decided to revise the strategy, resulting in the
decision not to invest in the expansion of Involtum’s own charging
stations network for trucks (Nomad Power), at least not in the medium
term. It was decided to focus on the transaction processing on Involtum’s
platform. Taking into account these new conditions, the goodwill was
reassessed for impairment, resulting in a significant write off of the
goodwill originated from the Involtum acquisition in the 2022 annual
report.
During the preparation of the annual report, inaccuracies in Involtum-
related administrative processes and systems were identified, including
the Company's VAT position. The nature of these inaccuracies first
required an extensive evaluation before the annual report and the
management report could be completed and published. As a result of the
changed composition of the Management Board, and the administrative
inaccuracies the company was not able to timely publish its audited
annual report 2022. The impairment of the goodwill and delay of the
publication was disclosed during the General Meeting of Shareholders
at 29 June 2023. During this meeting shareholders indicated that the
Management Board should provide a clearer picture of the strategy of the
Company. The Supervisory Board challenged the Management Board
during several session to further refine the business plan and strategy.
During the Extraordinary Meeting of Shareholders at 13 December 2023
the Management Board provided an update on the Company’s business
plan and strategy. During this meeting, the audited 2022 financial
statements and the annual report were adopted by the shareholders and
the members of the Management Board and Supervisory Board had been
discharged from liability for the performance of their duties during 2022.
As a result of the necessary actions taken to adequately integrate and
improve the administrative processes and systems of the Involtum
activities, the management was able to publish its interim report 2023.
Also, the preparation of the annual accounts 2023 is expected to be
timely available in the second quarter of 2024.
Composition of the Supervisory Board
The current members of the Supervisory Board were all appointed at the
General Meeting of Shareholders at 30 June 2022. Further information on
the composition of the board and the profile of its board members can be
found in the paragraph Membership of the Management Board and
Supervisory Board. The aim is to compose the Supervisory Board in such a
way that there is an appropriate balance between expertise, experience,
gender, competencies, personal qualities, (cultural) background and
independency that best enables the Supervisory Board to discharge its
various obligations in relation to the company and its stakeholders.
Currently the Supervisory Board consists of two men and two women.

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Ease2pay N.V. Report of the Supervisory Board
19
The functions of the audit committee, remuneration committee and
appointment and remuneration committee are performed by the
Supervisory Board as a whole.
Meetings of the Supervisory Board
The Supervisory Board had, next to the two shareholders’ meetings, in
2023 ten formal meetings together with the Management Board. Next to
these formal meetings the Supervisory Board had several internal calls
and meetings without the Management Board, to discuss the continuity
of the business, the strategy of the Company, the impairment of the
goodwill, the delay of the publication of the audited financial statements,
questions from shareholders and the auditor and to evaluate the
functioning of the Management Board and the functioning of itself. The
Supervisory Board underlines the importance of timely information from
the Management Board so that it can perform its supervisory duties
properly. The members of the Supervisory Board were sufficiently present
and available to perform their duties on the Supervisory Board
satisfactorily.
Main topics during these meetings were:
- the Company’s strategy, the business developments and continuity
and liquidity position
- the annual report 2022 including the impairment of goodwill and
inaccuracies in the VAT position
- the 2022 audit findings as disclosed by the auditor
- the business plan and budget for 2024
- the completion of the integration of Involtum
- the ability of the Company to retain and hire adequate staff.
- the audit plan for the audit of the 2023 annual report as disclosed by
the auditor
- the semi-annual report and Q1 and Q3 figures
- tax related topics
- fraud related topics
- risk management and internal controls
- cybersecurity related topics
- reporting format and related KPI’s
- respective tasks and responsibilities of the individual member of the
Management Board, cooperation within the Management board and
functioning of the Management Board as a whole.
Independence of Supervisory Board Members
All Supervisory Board members are considered to be independent in the
sense of the Dutch Corporate Governance Code. No share options or
rights to shares (‘Performance Shares’) have been granted to the
members of the Supervisory Board.
Self-evaluation by the Supervisory Board and remuneration of the
Supervisory Board
During 2022 and 2023 the current Supervisory Board members worked
intensively together. A self-evaluation has been performed, resulting in
some areas for improvement. For example, it is the aim to make the
agenda of the meetings more consistent, consisting of repetitive regular
items added with some special, predefined themes. Also, information
provided by the Management Board has to be provided timely to enable
the board members to be well prepared.
During the Extraordinary Meeting of Shareholders on 13 December 2023,
the remuneration report was disclosed. There has been no change in the
annual remuneration of the Supervisory Board members (EUR 12.000 and
EUR 15.000 for the chairman). Reference is made to note 22.3 of the
consolidated financial statements.

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Ease2pay N.V. Report of the Supervisory Board
20
Evaluation and remuneration of the Management Board
During 2022 the functioning of the Management Board was not optimal,
amongst others resulting in the step-down of two directors. The
Supervisory Board evaluated the functioning of the Management Board in
2023 during an exit interview with the former Involtum directors and also
with the current Management Board members during an evaluation
interview. Based on these interviews feedback was provided and lessons
were taken for the future.
During the Extraordinary Meeting of Shareholders on 13 December 2023,
it was decided to change the annual remuneration of the Management
Board members (EUR 88,000 for each member). Reference is made to
note 22.3 of the consolidated financial statements.
No conflicts of interest
No transactions of material importance to Ease2pay and/or the persons
or legal entities concerned involving conflicts of interest of Management
Board members, Supervisory Board members, shareholders and/or other
relevant parties took place in 2023.
Internal Audit Function
In line with its limited size, Ease2pay did not appoint an internal auditor in
2023. The Supervisory Board has established that, partly in view of the
additional internal controls to avoid conflicts of interest and the
established scope of the external auditor, there was an effective audit
process and there is no need to establish an internal audit department.
2023 Financial statements
The Supervisory Board is pleased to present timely the annual report 2023
of Ease2pay N.V., as prepared by the Management Board. The financial
statements have been audited by PricewaterhouseCoopers Accountants
N.V., issuing an unqualified opinion.
In accordance with the proposal of the Management Board, the
Supervisory Board advises the Meeting of Shareholders:
- to adopt the financial statements for the year 2023 in the form as
presented in accordance with article 19 of the company’s Articles of
Association;
- to discharge the members of the Management Board from liability for
the performance of their duties during 2023;
- to discharge the members of the Supervisory Board from liability for
the performance of their duties during 2023.
Acknowledgements
The Supervisory Board wishes to express its gratitude to the shareholders
and other stakeholders for their confidence in Ease2pay N.V. The
Supervisory Board would like to take this opportunity to thank the
Management Board and all Ease2pay employees for their dedication and
efforts during 2023.
Rotterdam, 26 April 2024
The Supervisory Board of Ease2pay N.V.
Manuela Melis
Marijke Terpstra
Heini Withagen
Tom de Witte, Chair

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Ease2pay N.V.
Consolidated financial statements 2023
21
Financial statements 2023
Consolidated financial statements 2023
Consolidated statement of profit or loss and other comprehensive income
for the year ended 31 December
EUR thousands
Note
2023
2022
Revenue
4
2,693
3,382
Cost of revenue
5
-1,450
-2,532
Net revenue
1,243
850
Employee benefits
6
-1,150
-1,107
Depreciation and amortisation
11, 12
-899
-867
Impairment losses of goodwill
10
0
-23,766
Other operating expenses
7
-713
-1,533
Operating loss
-1,519
-26,423
Finance income and expenses(-)
8
41
-23
Loss before income tax
-1,478
-26,446
Income tax expense or income(-)
9.2
109
-371
Loss for the period attributable to shareholders
-1,369
-26,817
Other comprehensive income
Items that will not be subsequently reclassified to profit or loss
0
0
Items that will be subsequently reclassified subsequently to profit or loss
0
0
Other comprehensive income or loss(-) for the period
0
0
Total comprehensive income or loss(-) attributable to shareholders
-1,369
-26,817
Loss per share (expressed in EUR per share)
16.2
Basic loss(-) per share
-0.06
-1.17
Diluted loss(-) per share
-0.06
-1.17
The accompanying notes form an integral part of these consolidated financial statements.


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Ease2pay N.V.
Consolidated financial statements 2023
22
Consolidated statement of financial position
as at 31 December
EUR thousands
Note
2023
2022
Assets
Non-current assets
Goodwill
10
1,213
1,213
Intangible assets
11
3,247
3,946
Property, plant and equipment
12
245
434
Total non-current assets
4,705
5,593
Current assets
Trade and other receivables
13
1,342
1,294
Amounts entrusted to Stichting Beheer Derdengelden Ease2pay
14
944
747
Cash and cash equivalents
15
2,669
3,378
Total current assets
4,955
5,419
Total assets
9,660
11,012
Equity and liabilities
Equity
16
Share capital
2,354
2,354
Share premium
37,057
37,057
Accumulated losses
-32,550
-31,181
Total equity
6,861
8,230
Non-current liabilities
Deferred tax liabilities
9.3
463
572
Total non-current liabilities
463
572
Current liabilities
Liabilities Stichting Beheer Derdengelden Ease2pay
18
941
750
Trade and other liabilities
19
1,395
1,460
Total current liabilities
2,336
2,210
Total equity and liabilities
9,660
11,012
The accompanying notes form an integral part of these consolidated financial statements.


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Ease2pay N.V.
Consolidated financial statements 2023
23
Consolidated statement of cash flows
for the year ended 31 December
EUR thousands
Note
2023
2022
Loss before income tax
-1,478
-26,446
Adjustments for
Depreciation, amortisation and goodwill impairment
11, 12
899
24,633
Interest income(-) or expenses recognised in profit or loss
8
-41
23
Changes in working capital
Trade and other receivables
13
-41
-731
Amounts entrusted to Stichting Beheer Derdengelden Ease2pay
14
-197
-403
Liabilities Stichting Beheer Derdengelden Ease2pay
18
191
402
Trade and other liabilities
19
-65
-162
Net cash used in(-) operations
-732
-2,684
Interest received or paid (-)
34
-17
Income taxes paid
0
0
Net cash used in(-) operating activities
-698
-2,701
Cash flows from investing activities
Acquisition of business combination
0
105
Payments for financings in property, plant and equipment
12
-11
-6
Net cash flow used in(-) or from investing activities
-11
99
Cash flows from financing activities
Proceeds from issue of ordinary shares
16.1
0
5,978
Net cash flow from financing activities
0
5,978
Net decrease or increase in cash and cash equivalents
-709
3,376
Cash and cash equivalents as at 1 January
15
3,378
2
Cash and cash equivalents as at 31 December
15
2,669
3,378
The accompanying notes form an integral part of these consolidated financial statements.


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Ease2pay N.V.
Consolidated financial statements 2023
24
Consolidated statement of changes in equity
for the year ended 31 December
EUR thousands
Note
Share capital
Share premium
Accumulated deficits
Total
Balance as at 1 January 2023
16
2,354
37,057
-31,181
8,230
Loss for the period
0
0
-1,369
-1,369
Other comprehensive income
0
0
0
0
Total comprehensive income or loss(-)
0
0
-1,369
-1,369
Total transactions with shareholders
0
0
0
0
Balance as at 31 December 2023
16
2,354
37,057
-32,550
6,861
Balance as at 1 January 2022
16
1,055
4,233
-4,364
924
Loss for the period
0
0
-26,817
-26,817
Other comprehensive income
0
0
0
0
Total comprehensive income or loss(-)
0
0
-26,817
-26,817
Transactions with shareholders
Issuance of shares
16.1
1,299
32,824
0
34,123
Total transactions with shareholders
1,299
32,824
0
34,123
Balance as at 31 December 2022
16
2,354
37,057
-31,181
8,230
The accompanying notes form an integral part of these consolidated financial statements.


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Ease2pay N.V. 
Consolidated financial statements 2023 
 
25 
Notes to the consolidated financial statements
 

1  General
Ease2pay N.V. supports its customers with an intelligent activation and 
payment platform. With it, operators of gas stations, charging stations, 
parking garages, ports, markets, truck and camper parks create self-
service options for their users. Users control their visit and the use of all
facilities of a location in one convenient app: Book, Stay, Use & Pay. Apps
on users’ mobile phones are connected with the Eas2pay’s Internet-of-
Things (‘IoT’) platform creating the self service for the location and it’s
facilities. Ease2pay intelligent activation and payment platform aims to
decrease the costs of their customers locations and increase the available
service times for sales of locations.
 
Ease2pay N.V. (hereafter referred to as: the “Company” and together with
the entities it controls: the “Group”) is located in the Netherlands at 
Burgermeester Oudlaan 50, 3062 PA, Rotterdam and registered at the
Dutch Commercial Register under number 16081306. The Company’s
shares are listed on Euronext Amsterdam (ticker symbol: EAS2P).
 
The parking and fuelling payment transactions are processed by the group
company Ease2pay B.V. Ease2pay B.V. is for this purpose listed in the
registers of exempt electronic money institutions and exempt payment
service providers at De Nederlandsche Bank N.V. (DNB). Ease2pay B.V. is
exempt in both roles and is therefore not regulated by DNB. In addition,
Ease2pay B.V. is accredited by Currence as an eMandate Service Provider
(MSP) and certified as a Collecting Payment Service Provider (CPSP) for
iDEAL.
These financial statements were authorised for issue by the Management
Board and the Supervisory Board on 26 April 2024. The adoption of these
financial statements will be scheduled for the shareholders in the next
General Meeting (GM), on a date that will be announced on the investor’s
website of the Company.



 
 
 
 
 
 



2  Basis of preparation and general accounting policies
2.1  Statement of compliance 
The consolidated financial statements have been prepared in accordance 
with the International Financial Reporting Standards as adopted by the
European Union (EU-IFRS) and in accordance with the financial reporting
requirements included in Part 9 of Book 2 of the Dutch Civil Code.

 
2.2  Basis of preparation
The consolidated financial statements have been prepared on historical
cost basis, unless stated otherwise. Income and expenses have been
accounted for on an accrual basis.  

 
Going concern
The Group has prepared its financial statements using going concern
accounting policies. The Group experienced net cash outflows of EUR 0.7 
million, reducing cash and cash equivalents to EUR 2.7 million on 
31 December 2023. In 2023, the operational cash outflow was EUR 0.7
million negative, compared to EUR 2.7 million negative in 2022, in prior
year mainly related to one-off advisory expenses related to the Involtum
acquisition.


 

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Ease2pay N.V. 
Consolidated financial statements 2023 
 
26 



The Group forecasts increasing cash generation of its activities in future
years due to an increase of revenues and transaction volume, which is
underlined by the developments in 2023. The Group has sufficient
liquidity to cover expenses payable for at least the twelve months from
the publication of this report.

 
Changes in accounting policies effective as from 1 January 2023
-  Amendments to IAS 1 Presentation of Financial Statements and IFRS
Practice Statement 2 Making Materiality Judgements: Disclosure of
Accounting policies require disclosing material accounting policy
information and clarify that accounting policy information is material
if users need this to understand the financial statements. These
amendments affect the disclosures of the consolidated financial
statements.
 
-  Amendments to IAS 8 Accounting policies, Changes in Accounting
Estimates and Errors: “Definition of Accounting Estimates” changes
the definition of a change in accounting estimates is changed to
monetary amounts in financial statements that are subject to
measurement uncertainty. The amendments clarify that a change in
accounting estimate that results from new information or new
developments is not the correction of an error and changes in inputs
or a measurement technique are changes in accounting estimates.
These amendments do not have a material impact.
 
-  Amendments to IAS 12 Income Taxes: “Income Taxes: Deferred Tax
related to Assets and Liabilities arising from a Single Transaction
clarify that the initial recognition exemption does not apply to
transactions in which equal amounts of deductible and taxable
temporary differences arise on initial recognition. These amendments
are not expected to have a material impact.
-  Amendments to IAS 12 Income taxes “International Tax Reform – 
Pillar Two Model Rules”, is immediately effective. The amendments
require to introduce a temporary exception from accounting for 
deferred taxes arising from the implementation of the OECD Pillar
Two model rules, together with disclosure requirements. The Group is
not in scope for the Pillar Two rules and therefore these amendments
are not applicable. 
 
-  The standard IFRS 17 “Insurance Contracts” and the related
amendments to IFRS 17 “Insurance contracts: Initial Application of
IFRS 17” and “IFRS 9 – Comparative Information” are not applicable
for the Group.
 
See note 23 for amendments in IFRS standards and interpretations that
became effective after the financial year 2023.


 
 
2.3  Basis of consolidation 
The consolidated financial statements include the accounts of the parent
Company and the entities it controls.
 
Control
The Group controls an entity when it has (i) power over the entity based 
on existing rights that give the current ability to direct the relevant
activities of the entity, (ii) is exposed to, or has rights to, variable returns
from its involvement with the entity and (iii) has the ability to use its
power to affect its returns. The Group reassesses whether it controls an
entity if facts and circumstances indicate that there are changes to one or
more of the elements of control stated above. All relevant facts and
circumstances are considered in assessing whether the Groups voting
and share rights in an entity are sufficient to give it power. Consolidation
of a subsidiary begins when control over the entity is obtained and ceases



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when control over the entity is lost. See note 3.1 for details of the
consolidation of Stichting Beheer Derdengelden Ease2pay.

 

2.4  Functional and presentation currency
These financial statements are presented in euro (“EUR”), the
presentation currency of the Group and the functional currency of
Ease2pay N.V. All amounts in these financial statements are stated in 
thousands of euro (“EUR”), unless stated otherwise. 
 
In preparing the financial statements, transactions in currencies other
than the functional currency are recognised at the rates of exchange
prevailing at the dates of the transactions. At the end of each reporting
period, monetary assets and liabilities that are denominated in foreign
currencies are translated at the rates prevailing at that date. Non-
monetary items that are measured in terms of historical cost in a foreign
currency are not translated. Exchange differences on monetary items are
recognised in profit or loss in the period in which they arise.


 
2.5  Current and non-current classification
The Group presents its assets and liabilities in the consolidated statement
of financial position based on current and non-current classifications. An
asset is current when it is expected to be realised or intended to be sold
or consumed in the normal operating cycle, held primarily for the purpose
of trading, expected to be realised within twelve months after the
reporting period, or cash or cash equivalent unless restricted from being 
exchanged or used to settle a liability for at least twelve months after the
reporting period. All other assets are classified as non-current.
 
A liability is current when it is expected to be settled in the normal
operating cycle, held primarily for the purpose of trading, due to be
settled within twelve months after the reporting period, or there is no
unconditional right to defer the settlement of the liability for at least
twelve months after the reporting period.
 
The Group classifies all other liabilities as non-current. Deferred tax assets
and liabilities are classified as non-current assets and liabilities.


 
2.6  Impairment of non-financial assets
Goodwill and intangible assets that have an indefinite useful life are not
subject to amortisation and are tested annually for impairment, or more
frequently if events or changes in circumstances indicate that they might
be impaired. Other assets are tested for impairment whenever events or
changes in circumstances indicate that the carrying amount may not be
recoverable. An impairment loss is recognised for the amount by which
the asset’s carrying amount exceeds its recoverable amount.  
 
The recoverable amount is the higher of an asset’s fair value less costs of
disposal and value in use. For the purposes of assessing impairment,
assets are grouped at the lowest levels for which there are separately
identifiable cash inflows, which are largely independent of the cash
inflows from other assets or groups of assets (cash-generating units).
Non-financial assets other than goodwill that suffered an impairment are
reviewed for possible reversal of the impairment at the end of each
reporting period. 

 


2.7  Financial instruments

Recognition and derecognition
Financial assets and financial liabilities are recognised when the Group
becomes a party to contractual provisions of a financial instrument.
Regular way purchases and sales of financial assets are recognised on
trade date, being the date on which the group commits to purchase or sell
the asset. Financial assets are derecognised when the contractual rights






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to the cash flows expire, or when the financial asset and substantially all
of the risks and rewards are transferred. A financial liability is
derecognised when it is extinguished, discharged, cancelled, or expired.

 
Classification
For a financial asset to be classified and measured at amortised cost, it
needs to (i) give rise to cash flows that are solely payments of the
principal and interest on the principal amount outstanding and (ii) be held
within a business model with the objective of holding financial assets in
order to collect contractual cash flows. This assessment depends on the
characteristics of the financial asset and the Group’s business model to
manage these assets. Financial assets with cash flows that are not solely
payments of principal and interest are classified and measured at their
fair value through profit or loss, irrespective of the business model.
Financial assets of the Group, like trade and other receivables, cash and 
cash equivalents, are classified as financial assets measured at amortised
cost.
 


Financial liabilities, like borrowings and trade and other payables, are 
classified as financial liabilities measured at amortised cost.



 
Measurement
Financial assets 
Except for trade receivables, the Group initially measures financial assets
at their fair value plus transaction costs. The Group measures its trade
receivables at initial recognition on the transaction price of the revenue
recognised. A trade receivable is recognised if the amount of the services
provided to the customer is unconditional and the receivable relates only
to the passage of time. After initial recognition, financial assets are
measured at amortised cost using the effective interest method, less
allowance for expected credit losses.



Impairment of financial assets
A credit loss allowance is recognised for the impairment of financial
assets. The credit loss allowance is based on the future expected credit
exposures for the financial assets. The Group only has financial assets
with a short lifetime, like trade and other receivables. The credit loss
allowance may be determined for the lifetime expected credit loss for
receivables with a short lifetime (simplified approach) and is recognised
within other operating expenses (if any).
 
Applying the simplified method, the Group uses the historical experience 
of its activities, external indicators and forward-looking information to
calculate the expected credit losses using a provision matrix. The
expected credit losses on trade receivables and amounts to be invoiced
are estimated using a provision matrix by reference to historical credit
loss experience based on the Group’s historical credit loss experience,
adjusted for factors that are specific to the debtors, general economic
conditions and an assessment of both the current and the forecast
direction of conditions at the reporting date, including time value of
money where appropriate.

 
When a trade receivable becomes uncollectible, it is written off against
the allowance account for doubtful debts. Subsequent recoveries of
amounts previously written off are credited against other operating
expenses.
 
The Group writes off a financial asset when there is information indicating
that the debtor is in severe financial difficulty and there is no realistic
prospect of recovering the contractual cash flows. Financial assets written
off may still be subject to enforcement activities under the debt’s
recovery procedures. Any recoveries made are recognised in profit or loss.





 

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Financial liabilities
Financial liabilities measured at amortised cost are initially measured at
their fair value less transaction costs, if any. After initial measurement,
financial liabilities are measured at amortised cost using the effective
interest method.

 
Fair value
Fair value is the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants
at the measurement date.
 
Financial assets and financial liabilities measured at fair value in the
balance sheet are grouped into three levels of the fair value hierarchy.
The three levels are defined based on the observability of significant
inputs to the measurement, as follows:
-  Level 1: Quoted prices (unadjusted) in active markets for identical
assets or liabilities; 
-  Level 2: Inputs other than quoted prices included in Level 1 that are
observable for the asset or liability, either directly or indirectly; or
-  Level 3: Unobservable inputs for the asset or liability.
 
The fair values of borrowings are determined by using a discounted cash 
flow method, using a discount rate that reflects the borrowing rate as at
the end of the reporting period.


 
2.8  Principles underlying the consolidated statement of cash flows
General
The consolidated statement of cash flows distinguishes between
operating, investing and financing activities.
Cash flows from or used in operating activities
Cash flows from or used in operating activities are calculated by the
indirect method, by adjusting the consolidated profit or loss before tax for 
the effects of transactions of a non-cash nature, any deferrals or accruals
of past or future operating cash receipts or payments and items of income
or expense associated with investing or financing cash flows.
 
Cash flows from or used in investing activities
Cash flows from or used in investing activities are cash payments and/or 
receipts from capital expenditure and acquisitions.
 
Cash flows from or used in financing activities
The cash flows from or used in financing activities comprise the cash
receipts and payments from the issue of shares, borrowings drawn or
repaid.


 
 
3  Significant accounting judgements and estimates
In preparing these consolidated financial statements, the Management
Board has made judgements and estimates that affect the application of
the Group’s accounting policies and the reported amounts of assets,
liabilities, income and expenses. Actual results may differ from these
estimates.
 
3.1  Judgements
 
Consolidation of Stichting Beheer Derdengelden Ease2pay
In 2017, Ease2pay B.V. entered into an agreement with Stichting Beheer
Derdengelden Ease2pay ("the Foundation"), which sets out the conditions
and approach that enable the Foundation to perform its statutory
independent obligations. The purpose of the Foundation is to safeguard
money of users of the transaction platform to pay for their parking and



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fuelling services. The monies safeguarded at the Foundation are readily
available to pay frequent transactions, like parking and fuelling and
provide every involved party a smooth process. The amounts entrusted by
the users of the platform to the Foundation shall be used to pay parking
and fuel providers for their services. Due to the agreement, the Group
may exert an influence on the Foundation’s Board. It is agreed that all
losses of the Foundation will be charged to Ease2pay B.V., consisting of
operational expenses of the Foundation (the reimbursements of Ease2pay
B.V. reflects income of the Foundation). Ease2pay B.V. settles the
transactions on behalf of the Foundation with Foundation’s
counterparties.
 
The Group has concluded, in accordance with the consolidation
requirements mentioned in note 2.3 - (i) influence in the Board, (ii)
exposed to variable results and (iii) the ability to exert an influence on the
Board to affect Foundationsresults - that the financial information of the
Foundation needs to be consolidated. The balance sheet of the
Foundation shows mainly cash and cash equivalents, trade and other
liabilities that are presented in the Amounts entrusted to Stichting
Beheer Derdengelden Ease2pay” and “Liabilities to Stichting Beheer 
Derdengelden Ease2pay” in the Group’s consolidated statement of
financial position. The Foundation's cash and cash equivalents are legally
separated and are only available to pay for services provided to the users
of the platform (in the line items mentioned above). 
 
Principal versus agent for revenue out of settlement fees
The Group has contracts with financial institutions that provide services to
enable payment processing, for which payment network fees are charged.
The Group has applied judgement in determining whether it has control
of the full payment service before the service is transferred to its
customers and whether the Group acts as an agent or principal in relation
to the settlement fees charged by financial institutions.
The Group is responsible for fulfilling the promise to provide payment
transaction services. The Group is ultimately responsible for ensuring that
the services are performed and are acceptable to the customers. The
Group is thus considered to control the full payment service.
 
For all payments of processing settlement services that are provided to
customers, the Group retains the exposure to financial institutions and
the related payment costs. As such the Group has concluded it acts as
principal for these services purchased from financial institutions. The
processing fees are based on these related payment costs and other
relevant costs for the processing services.   
 
3.2  Estimates 
Impairment test of goodwill and non-current assets of Involtum 
On an annual basis, the group tests whether goodwill (together with other
non-current assets of a cash-generating unit, see note 10) is subject to
any impairment. For the 2023 reporting year, the recoverable amount of
the cash-generating units was determined based on value in use
calculations, which require the use of assumptions. The calculations used
are cash flow projections based on financial budgets approved by
management and a forecasting a five-year period. See note 10 for further
details on these assumptions.
 
Measurement of the parking services platform
The Group assesses the measurement of the parking services platform
based on historical cost less amortisations and impairments, if applicable, 
by estimating the expected future earning capacity. See note 11 for
further details of this assessment.






 
 

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Measurement of deferred taxes
The Group has obtained deferred taxes from its acquisition of Involtum
Holding B.V. and has a significant amount of unrecognised unused tax
losses. The Group has a history of losses and has therefore no sufficient
evidence for offsetting unused taxes with possible future profits and
consequently, no deferred tax assets for unused losses are recognised
(see note 9.3).

 
4  Revenue and segment information 
4.1  Material accounting policy
Revenue is measured based on the consideration to which the Group
expects to be entitled from contracts with customers and excludes
amounts collected on behalf of third parties. The Group recognises
revenue when it transfers control of the service to a customer.
 
A performance obligation is the unit of account for revenue recognition.
At contract inception, the Group identifies the performance obligations
within the contract. To determine whether a promised service (or bundle
of services) is distinct, the Group applies judgment using two criteria:
-  Capable of being distinct: The customer can benefit from the good or
service on its own or together with other readily available resources.
-  Distinct within the context of the contract: The Group considers a
promise distinct within the context of the contract when the
promised transfer of the good or service is separately identifiable
from other promises in the contract.
Besides the other services, the revenue of the Group consists of two fees:
-  Settlement fees: A customer obtains the right to execute transactions
on the platform in a specific period. This is a performance obligation
satisfied over time. Settlement fees are fixed fees per period and are
recognised on a straight-line basis in the period. 
-  Processing fees: A customer executes transactions at one moment on
the platform. This is a performance obligation satisfied over time (in a
very short timeframe). Processing fees are fees per transactions and
are recognised when the transaction has been executed.
Besides these fees, the Group provides connectors to customers to be
able to connect to the platform. These performance obligations are
satisfied at a point in time. The Group also provides other services mainly
providing power to customers via its public connectors or maintenance of
the platform to connect or provide services to customers, these
performance obligations are satisfied over time.
 
Revenue is measured net of discounts, value added tax and other sales-
related taxes. There are no significant financing components in the
contracts with customers.







 
 
 
 
 


4.2  Revenue 
 
EUR thousands 2023 2022
Settlement fees 1,393 869
Processing fees 734 697
Platform revenue 2,127 1,566
Other services (performance obligations 189 670
satisfied over time)
Other services (performance obligations 377 1,146
satisfied at a point-in-time)
2,693 3,382
 
  
  
 
 
 
 
 
 
 


4.3  Segment information
The basis of the segment information is the periodical assessment of the
Chief Operating Decision Maker (CODM). The Management Board is
identified as CODM. The Group’s business model is based on its platform
for parking, fuelling, Internet of Things switching, transactions and other
(supporting) services and are identified as one reporting segment. The



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Management Board also assesses the performance of the Group also on
the basis of the complete platform. The segment information is identical
to the consolidated financial information in these financial statements,
due to the limited size of the reporting segment and the operations of the
payment platform.
 
Segment information is measured according to the same policy as assets,
liabilities, income and expenses in these consolidated financial
statements. The Group is in a scale-up phase for which a strict
management of costs is considered essential. The Management Board
assesses the operational costs that affect directly the Group’s revenue:

 
EUR thousands 2023 2022
Cost of revenue -1,450 -2,532
Employee benefits -1,150 -1,107
Other operating expenses -713 -1,533
Total -3,313 -5,172
Revenue 2,693 3,382
 
  
  
 
 
 
 
 
 
 
Revenues of approximately EUR 1,172 thousand (2022: EUR 1,565
thousand) are derived from a single external customer.



 
5  Cost of revenue
EUR thousands 2023 2022
Cost incurred from financial institutions related to 980 904
payment transactions
Cost for power supply and other platform related 109 511
services
Cost of goods sold to enable platform services 361 1,117
1,450 2,532
 
 
 
 
 
 
 

 
Cost incurred from financial institutions related to payment transactions
include expenses that relate to external expenses to service these
transactions. Cost for power supply and other platform related services
include expenses that relate to external expenses for power purchases.
Cost of goods sold to enable platform services include expenses for new,
expanding and replacing existing connectors that are sold to customers.

 
 
 
 
 
 

6  Employee benefits

Material accounting policy
Short-term employee benefits are expensed as the related service is
provided. A liability is recognised for the amount expected to be paid if
the Group has a present legal or constructive obligation to pay this
amount because of past service provided by the employee and the
obligation can be estimated reliably. Staff costs comprise directly
attributable costs of staff, Management Board and Supervisory Board
members, social security contributions, pension contribution payments
and temporary staff expenses.
 
Pension contribution payments of the Group relate to defined-
contribution plans, which are recognised as an expense when employees
have rendered services entitling them to the payments.
 
 
 
 
 
 
The Group may receive government grants to compensate personnel
expenses related to specific activities of employees. Grants from the
government are recognised at their fair values where there is a
reasonable assurance that the grant will be received and the Group will
comply with all conditions attached. 



 
 
 

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Employee expenses 
 
EUR thousands 2023 2022
Wages and salaries 894 756
Social security contributions 160 135
Pension contribution payments 8 7
Other employee expenses 88 209
1,150 1,107
 
  
  
 
 
 
 
 
 
 
 
Other employee benefits include expenses of external business
development staff. The Group received government grants related to
employee activities in the amount of EUR 17 thousand (2022: EUR 30
thousand) included as part of the wages and salaries.

 
Workforce
The average number of employees is summarised below.
 
Average number of FTEs 2023 2022
Management 2.0 3.8
Platform and administrative 13.8 10.7
15.8 14.5
 
  
  
 
 
 
 
 
 
 
 
All employees are employed in the Netherlands.


 
7  Other operating expenses
 
EUR thousands 2023 2022
Advisory and consultancy expenses 350 1,117
Other expenses 363 416
713 1,533
 
  
  
 
 
 
 
 
  
  
 
The decrease of the other operating expenses is due to the specific
expenses in 2022 related to the acquisition of Involtum. See note 25.2
Other expenses in the company financial statements for the disclosure of
the remuneration of independent auditors.



8  Finance income and expenses 
See note 2.7 for the relevant accounting policy.
 
EUR thousands 2023 2022
Interest income 41 0
Interest expenses 0 -23
41 -23
 
  
  
 
  
  
 



 
  
  
 


9  Income taxes
9.1  Material accounting policy
Tax expense or income recognised in the consolidated financial statement
of profit or loss comprises the sum of deferred tax and current tax that is
not recognised in other comprehensive income or directly in equity.
 
Current and deferred taxes are calculated based on tax rates and tax laws
that were enacted or substantively enacted by the end of the reporting
period. Deferred tax is the tax expected to be payable or recoverable on
differences between the carrying amounts of assets and liabilities in the
financial statements and the corresponding tax bases used in the
computation of taxable profit and is accounted for using the liability
method. Deferred tax assets and liabilities are generally recognised for all
temporary differences. Deferred tax assets could also arise from unused
tax losses and tax credits.

 
Deferred tax assets are recognised to the extent that it is probable that
taxable profits will be available against deductible temporary differences
that can be utilised. In case of a history of recent losses exists, a deferred
tax asset is only recognised for unused tax losses to the extent that
sufficient taxable temporary differences are available or convincing other
evidence exists that sufficient taxable profit will be available to utilise for
the unused tax losses. Such assets and liabilities are not recognised if the



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temporary difference arises from the initial recognition (other than in a
business combination) of other assets and liabilities in a transaction that
affects neither the taxable profit nor the accounting profit. Deferred tax
liabilities are not recognised if the temporary difference arises from the
initial recognition of goodwill.
 
The carrying amount of deferred tax assets is reviewed at each reporting
date and adjusted to the extent that it is (no longer) probable that
sufficient taxable profits will be available to allow all or part of the asset
to be recovered.
 
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to set off current tax assets against current tax liabilities
and when they relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable entities
which intend to settle their current tax assets and liabilities either on a
net basis or simultaneously.


 
 

9.2  Income tax recognised in profit or loss
 
EUR thousands 2023 2022
Current tax benefits or expenses(-) 0 0
Deferred tax benefits or expenses(-) 109 -371
Income tax income or expense(-) 109 -371
 
  
  
 
  
  
 
Reconciliation of the effective income tax rate
A tax rate of 19.0% (2022: 15.0%) is applicable to profits with a threshold
of EUR 200 thousand (2022: EUR 395 thousand). Profits exceeding this
amount are subject to a tax rate of 25.8% (2022: 25.8%).  





The income tax expense or benefit for the year reconciled to the
accounting loss is as follows:
 
EUR thousands 2023 2022
Loss before income tax -1,478 -26,446
Income tax benefit calculated at 25.8% Dutch income 381 6,823
tax rate
Effect of lower tax rate for income up to EUR 200 -14 -43
thousand (2022: EUR 395 thousand)
Remeasurement deferred tax asset of unused tax losses 0 -457
Tax losses not eligible to recognise deferred tax assets -258 -6,694
Income tax income or expense (-) 109 -371
 
  
  
 
  
  
 
  
  
 

 
9.3  Deferred taxes 
The changes in deferred taxes are summarised below.
 
  
2023 As at As at
EUR thousands 1 January Profit or loss 31 December
Intangible assets -462 60 -402
Property, plant and equipment -110 49 -61
-572 109 -463
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

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2022 As at Business As at
EUR thousands 1 January combinations Profit or loss 31 December
Intangible assets 0 -507 45 -462
Property, plant and 0 -151 41 -110
equipment
Unused tax losses 0 457 -457 0
0 -201 -371 -572
Some EUR 81 thousand of the deferred tax liabilities is expected to be
released within one year (2022: EUR 100 thousand). In 2022, the deferred
tax for unused tax loses arisen at the acquisition of Involtum were
remeasured at nil based on the existing historical tax losses of both
Ease2pay and Involtum.
Expiry period of unrecognised tax losses
Unused tax losses are not recognised due to the advancing negative
results of the Group in the year under review and losses in previous years.
The Dutch tax losses are carried-forward unlimitedly and can compensate
for at least EUR 1 million, if any, or to a maximum of 50% of the taxable
profit per year less EUR 1 million. This mechanism prevents leakage of tax
losses, but a longer period is needed to compensate all losses. The tax
losses are summarised hereafter.
Expiration of the unrecognised deferred taxes
EUR thousands 2023 2022
Unlimited 12,828 12,825
12,828 12,825
As from 2023, a tax rate of 19% (2022: 15%) has been applied to the
unused tax losses for results of EUR 200 thousand per year (2022:
EUR 395 thousand per year) and 25.8% to profits above this threshold
(2022: 25.8%). Based on the tax rate of 25.8%, the unrecognised tax losses

represent a tax asset of EUR 3,290 thousand (2022: EUR 3,191 thousand,
based on a tax rate of 25.8%).


10 Goodwill
Material accounting policy
Goodwill is initially measured at cost, as the excess of the sum of the
consideration transferred over the net of the acquisition-date amounts of
the identifiable assets acquired and the liabilities assumed. After initial
recognition, goodwill is measured at cost less accumulated impairments,
if any (see note 2.6).




Changes in goodwill
EUR thousands 2023 2022
As at 1 January
Cost 24,979 0
Accumulated impairment losses -23,766 0
Balance as at 1 January 1,213 0
Acquired in business combinations 0 24,979
Impairment losses 0 -23,766
Changes in the year 0 1,213
Cost 24,979 24,979
Accumulated impairment losses -23,766 -23,766
Balance as at 31 December 1,213 1,213
Impairment test of non-financial non-current assets
The recoverable amount is determined based on value-in-use
calculations, covering a detailed five-year forecast, followed by an
extrapolation of expected cash flows using a declining growth rate
determined by management. The present value of the expected cash
flows of each unit is determined by applying a suitable discount rate




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reflecting current market assessments of the time value of money and
risks specific to the segment.

Assumptions used
The Group distinguishes two cash generating units:
- NomadPower and related services: a service line with activities for
electricity supply and charging infrastructure and digital payment for
self-service in ports, truck parks, camp sites, marinas and carwashes;
and
- Communication with devices connected: a services line with activities
to activate and deactivate washing machines, dryers and/or other
equipment for among others launderette via the platform. The total
goodwill relates to this cash generating unit.
The value in use of the cash generating units NomadPower and related
services and Communication with devices connected are based on the
cash flow projections reflect increasing profit margins in the forecast five-
year period. After this period the cash flows are extrapolated. No
expected efficiency improvements have been considered and prices and
wages reflect publicly available forecasts of inflation in the industry over
the forecast five-year period. Management is currently not aware of any
other reasonably possible changes to key assumptions that would cause a
cash-generating unit’s carrying amount to exceed its recoverable amount.
The discount rate and long-term growth rate are shown below.
Discount rate Long-term growth rate
2023 2022 2023 2022
Communication with devices connected 16.6% 17.5% 2.2% 2.4%
Results impairment test
The allocation of goodwill to the cash generating units is showed
hereafter.
Carrying amount of goodwill 2023 2022
EUR thousands
Communication with devices connected 1,213 1,213
In 2022, all the goodwill allocated to the cash generating unit
NomadPower and related services was impaired amounting to EUR 23.8
million. The main cause of the impairment was the cancelation of further
expansions of Group’s charging station network for trucks. The Group
decided focusing on its switching platform, at least for the medium term.
The expansion of charging stations requires additional capital. During the
second half of 2022, it became clear that the Group was unable to obtain
sufficient capital for this expansion. In the year 2022, significant
challenges arose in this context, such as the higher and volatile power
prices, which required higher capital requirements for a company in this
industry, and high inflation, which substantially increased the capital
required for such an investment. The Group decided to optimise the
processes of these activities and aim for further growth of the platform
switching services. This resulted in lower expected future cash inflows,
significantly lower to make up the purchase price of this part of Involtum
Holding B.V. In 2022, the cash generating unit of NomadPower and its
related services had a value in use of EUR 1.1 million and equaled its
carrying amount after impairment of goodwill.
The value in use of the cash generating unit Communication with devices
connected is EUR 5 million (2022: EUR 2.5 million) and the carrying
amount of the related assets is EUR 2.2 million (2022: EUR 2.3 million).


`

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Consolidated financial statements 2023
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Sensitivity
As at 31 December 2023, the cash generating unit Communication with
devices connected has sufficient headroom for possible changes in key
assumptions. The cash generating unit Communication with devices
connected would not be impaired if the discount rate increases by 1% (no
impairment if the discount rates increased 1%). The sensitivity assessment
for 2022 was:
Cash generating unit: Communication with Long-term
devices connected Discount rate growth
EUR thousands Headroom change of 1% change of 0.5%
2022 0.2 0.4 0.1




11 Intangible assets
Material accounting policy
Intangible assets represent the payment transaction platform (the
“platform”) that provides services for the settlement of parking and
fuelling, Internet of Things switching, transaction platform and other
services. Intangible assets acquired in a business combination are
recognised separately from goodwill and are initially recognised at their
fair values at the acquisition date (which is regarded as their cost). After
initial recognition, intangible assets acquired in a business combination
are reported at cost less accumulated amortisation and accumulated
impairment losses, if any. Amortisation is recognised on a straight-line
basis over the useful life of the asset.
Intangible assets arising from development are recognised provided that
the following criteria are met (i) the development costs can be measured
reliably, (ii) the activities are technically and commercially feasible, (iii)
the Group intends to and has sufficient resources to complete the project,
(iv) the Group has the ability to use or sell the software, and (iv) the
activities will likely generate future economic benefits. Development costs
not meeting these criteria for capitalisation are expensed as incurred.
Intangible assets arising from development or acquired separately are
measured at cost less accumulated amortisation and accumulated
impairment losses, if any. Amortisation is recognised on a straight-line
basis over the useful life of the asset. The useful life and amortisation
method are reviewed at the end of each reporting period.
Intangible assets are derecognised upon disposal, or when no future
economic benefits are expected from their use or disposal. Any resulting
gain or loss is measured as the difference between the net disposal
proceeds and the carrying amount of the asset and is recognised in profit
or loss when the asset is derecognised.
Research and development expenses
The Group has incurred EUR 448 thousand for research and development
expenses (2022: EUR 247 thousand).





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Consolidated financial statements 2023
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Changes in intangible assets
Platform Customer Total
EUR thousands technology relationships
As at 1 January 2023
Cost 4,159 1,195 5,354
Accumulated amortisation -1,288 -120 -1,408
Carrying amount as at 1 January 2023 2,871 1,075 3,946
Changes in the year
Amortisation charge -579 -120 -699
-579 -120 -699
As at 31 December 2023
Cost 4,159 1,195 5,354
Accumulated amortisation -1,867 -240 -2,107
Carrying amount as at 31 December 2023 2,292 955 3,247
Useful life in years 5 - 10 10
Remaining useful life in years 3 - 7 8
As at 1 January 2022
Cost 2,529 0 2,529
Accumulated amortisation -710 0 -710
Carrying amount as at 1 January 2022 1,819 0 1,819
Changes in the year
Acquired through business combination 1,630 1,195 2,825
Amortisation charge -578 -120 -698
1,052 1,075 2,127
As at 31 December 2022
Cost 4,159 1,195 5,354
Accumulated amortisation -1,288 -120 -1,408
Carrying amount as at 31 December 2022 2,871 1,075 3,946
Remaining useful life in years 4 - 8 9


12 Property, plant and equipment
Material accounting policy
Property, plant and equipment relate to energy charging connections and
other equipment and are measured at cost less accumulated depreciation
and accumulated impairment losses, if any. Depreciation is calculated
from the date an asset becomes available for use and is determined on a
straight-line basis over the estimated useful life of each part of an item of
property, plant and equipment. The depreciation method, useful lives and
residual values are reviewed annually.
An asset is derecognised upon disposal or when no future economic
benefits are expected to arise from its continued use. Any resulting gain
or loss is measured as the difference between the sales proceeds and the
carrying amount of the asset and is recognised in profit or loss when the
asset is derecognised.


Changes in other equipment
EUR thousands 2023 2022
As at 1 January
Cost 607 6
Accumulated depreciation -173 -4
Carrying amount as at 1 January 434 2
Changes in the year
Acquired through business combination 0 595
Additions 11 6
Depreciation charge -200 -169
-189 432
As at 31 December
Cost 618 607
Accumulated depreciation -373 -173
Carrying amount as at 31 December 245 434
Useful life in years 2 - 5 2 - 5


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Consolidated financial statements 2023
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In 2023, the depreciation expenses include an impairment loss of EUR 71
thousand (2022: EUR 49 thousand) for some items of other equipment
due to damages.

13 Trade and other receivables
See note 2.7 for the material accounting policy.
EUR thousands As at 31 December 2023 2022
Trade receivables 338 276
Receivables outstanding for merchants 754 422
Amounts to be invoiced 138 162
Value added tax receivable 1 110
Other receivables and accruals 111 324
1,342 1,294
The aging of the trade receivable is shown below.
As at 31 December 2023 Credit loss Carrying
EUR thousands Gross amount allowance amount
Not past due 241 0 241
0 to 30 days 95 0 95
30 to 60 days 4 -2 2
More than 60 days 3 -3 0
Total 343 -5 338
As at 31 December 2022 Credit loss Carrying
EUR thousands Gross amount allowance amount
Not past due 193 0 193
0 to 30 days 30 0 30
30 to 60 days 8 0 8
More than 60 days 47 -2 45
Total 278 -2 276

The credit risk of the trade receivables is limited for the parking and
fuelling payment processing, as most receivables are paid from the
amounts entrusted to Stichting Beheer Derdengelden Ease2pay of the
foundation. For the services of the Internet of Things switching and
transaction platform and other goods provided, the Group has direct
receivables from its customers. Merchants bear the credit risk of
receivables outstanding for merchants.
The movement of the credit loss allowance is summarised below.
EUR thousands 2023 2022
Balance as at 1 January 2 0
Additions 3 2
Balance as at 31 December 5 2


14 Amounts entrusted to Stichting Beheer Derdengelden Ease2pay
See note 2.7 for the material accounting policy.
Amounts entrusted to Stichting Beheer Derdengelden Ease2pay are
amounts received for the services of the providers of parking and fuelling
services and amount to EUR 944 thousand (2022: EUR 747 thousand). The
amounts are separated in an entity segregated from the Group, the
foundation, Stichting Beheer Derdengelden Ease2pay (the Foundation), to
pay the service providers (for parking and fuelling) when their services are
provided to customers using the platform.



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Consolidated financial statements 2023
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15 Cash and cash equivalents
See note 2.7 for the material accounting policy.
The cash and cash equivalents amounting to EUR 2,669 thousand (2022:
EUR 3,378 thousand) were available to the Group without any restrictions
(2022: no restrictions). The Group does not receive or pay interest on its
cash and cash equivalents, except for amounts held on a deposited
account (interest rate received as at 31 December 2023 of €STR less
1,25%; 2022: 0.0%). Note 21.1 sets out the credit risk of the
counterparties with regard to the amounts of cash and cash equivalents.



16 Equity
16.1 Equity
Material accounting policy
Share capital
Ordinary share capital is classified as share capital. The authorised share
capital is the maximum capital that the Company can issue under the
terms of the Company’s Articles of Association.
Share premium
Share premium is the excess of the amount received by the Company over
and above the nominal value of its shares issued. Incremental costs
directly attributable to the issue of new shares are shown in shareholders’
equity as a deduction, net of tax, from the proceeds and are presented in
share premium.





Changes in shares issued
The authorised share capital of EUR 11.0 million (2022: EUR 11.0 million)
is divided into 110,000,000 ordinary shares with a par value of EUR 0.10
(2022: 110,000,000 ordinary shares with a par value of EUR 0.10). The
issued share capital is summarised below.
Number of ordinary shares issued and fully paid 2023 2022
Issued shares as at 1 January 23,542,215 10,550,208
Issued shares in the year 0 12,992,007
Issued shares as at 31 December 23,542,215 23,542,215
Changes in 2022
On 19 January 2022, the Group obtained control over Involtum Holding
B.V. by acquiring all of the shares of Involtum Holding B.V. and transferred
10,714,792 new issued shares of Ease2pay N.V. to the sellers valued at
EUR 27.6 million.
On 19 January 2022, the Group successfully completed a private
placement share issuance to a group of majority shareholders. The Group
issued 2,108,344 shares of EUR 3.02 each, resulting in cash proceeds of
EUR 6,375 thousand. The emission price was based on the weighted
trade-volume average price of ordinary shares on Euronext Amsterdam
over a period of 90 days before the Groups press release on
29 November 2021.
On 19 January 2022, the Group converted its liability of its credit facility of
EUR 509 thousand including accrued interest into 168,871 shares of
EUR 3.02 each.
In 2022, the Group incurred cost for the share issuance amounting to
EUR 396 thousand in the year.




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Consolidated financial statements 2023
41


See the consolidated statement of changes in equity for changes in the
equity components in the year and see note 28.1 of the company financial
statements for more detailed information.



16.2 Basic and diluted loss per share
The loss per share is based on the weighted average number of shares.
For the year ended 31 December 2023 2022
Balance on 1 January (in thousand shares) 23,542 10,550
Weighted effect of shares issued in the year (in 0 12,316
thousand shares)
Weighted average number of shares for the period 23,542 22,866
Loss after tax attributable to shareholders (in -1,369 -26,817
EUR thousand)
Basic and diluted loss per share (in EUR) -0.06 -1.17

16.3 Capital management
The Group's policy is to maintain an adequate capital position to retain
the confidence of its customers, investors, creditors and the financial
markets and enable future development and growth of its business
activities. The Management Board monitors the capital defined by the
Group as shareholders' equity, EUR 6.9 million on 31 December 2023
(2022: EUR 8.2 million). The Management Board also monitors events in
relation to the development phase of the Group's business. The current
scale-up phase is not suitable for setting rigid quantitative targets. The
Management Board strives for a balanced development for the further
rollout of the platform and activities, resulting in future growth of the
Group's earnings. In the year under review, the Group's capital
management approach has not changed. The Group is not subject to any
externally imposed capital requirements.
On 31 December 2023, the ratio of liabilities of EUR 2.8 million (2022:
EUR 2.8 million) to equity of EUR 6.9 million (2022: EUR 8.2 million) was
0.41 (2022: 0.34). The change is due to the loss in the financial year.


17 Borrowings
See note 2.7 for the material accounting policy.
Changes in borrowings
EUR thousands 2023 2022
Balance as at 1 January 0 509
Borrowings converted into equity (see note 16.1) 0 -509
Balance as at 31 December 0 0
Current borrowings as at 31 December 0 0
On 19 January 2022, the Group converted its liability of this credit facility
of EUR 509 thousand including accrued interest into equity (see note
16.1). This facility had an end date of 30 June 2022 and was provided on
18 December 2019 and extended on 29 April 2021. The interest rate of
the facility was 5.0% per annum.


18 Liabilities Stichting Beheer Derdengelden Ease2pay
See note 2.7 for the material accounting policy.
The liabilities of Stichting Beheer Derdengelden Ease2pay are summarised
below.
EUR thousands 2023 2022
Amounts from users of the platform to be used to pay 374 322
parking and fuel providers (EGI credits)
Amounts payable to providers of parking services or 567 428
fuel (merchants)
941 750



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Consolidated financial statements 2023
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19 Trade and other liabilities
See note 2.7 for the material accounting policy.
EUR thousands As at 31 December 2023 2022
Trade payables 60 90
Payables related to merchants 771 254
Wage and value added taxes payable 80 117
Other liabilities 484 999
Total 1,395 1,460
On 31 December 2022, the value added tax liability amounted to EUR 103
thousand, incuding an estimate for the finalising of some historical tax
declarations, in 2023 the Group paid some additional EUR 25 to settle this
value added tax position.


20 Contingencies
20.1 Short-term leases
Material accounting policy
The Group has entered into a short-term lease agreement for office
space. The payments of short-term leases are expensed on a straight-line
basis over the lease term of the contract.



Lease expenses
The Group’s short-term lease contract ended in September 2023 and
renewed this in a contract that can be terminated monthly by both lessor
or lessee. In 2023, the Group included EUR 68 thousand for short-term
lease expenses in the other operational expenses in the consolidated
statement of profit or loss (2022: EUR 50 thousand). On 31 December
2023, the Group’s short-lease commitment was EUR 10 thousand (31
December 2022: EUR 34 thousand).



21 Financial risk management
The Group is exposed to financial instruments that occur or are used in its
business activities. The use of financial instruments exposes the Group to
the following risks:
- Credit risk;
- Liquidity risk; and
- Market risk.
The Management Board is responsible for setting up and overseeing the
Group’s risk management framework. The Group continuously develops
its internal risk management framework. The Management Board reports
regularly on these activities to the Supervisory Board. The purpose of the
risk policy is to identify and assess to which risks the Group is exposed, to
set appropriate risk limits and measures and to monitor the risks and
compliance with the limits. Risk management policies and systems are
regularly reviewed and adjusted as necessary to reflect changes in market
conditions and the Group's activities. The Group aims through its training,
management standards and procedures, to develop a monitored and
constructive control environment in which employees understand their
roles and obligations.
21.1 Credit risk
Credit risk is the risk that one party to a financial instrument will cause a
financial loss for the other party by failing to comply with an obligation. A
credit risk arises when counterparties, including debtors or banks, fail to
meet their obligations to the Group. The Groups credit risk is limited to
parking and fuelling payment processing fees as most of those fees are
paid via Stichting Beheer Derdengelden Ease2pay. As the credit risk of the
switching platform activities is attributable to the Group’s customer, only
a limited amount for the Group’s fee is at risk. The Group considers the
following as constituting an event of default:



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Consolidated financial statements 2023
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- When information developed internally or obtained from external
sources indicates that the debtor is unlikely to pay its creditors; or
- When a financial asset is 90 days past due.
The cash and cash equivalents held with banks are considered financial
assets rated investment grade. ABN AMRO Bank N.V. has ratings of A,
Aa3, A and Rabobank of A+, Aa2, A+ respectivily from Standard & Poors,
Moody's and Fitch respectively. The Group's maximum exposure to credit
risks is limited to the carrying amount of the financial assets in the
consolidated statement of financial position.

21.2 Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting
obligations associated with financial liabilities that are settled by
delivering cash or another financial asset. The Group's policy is to meet its
current and future payment obligations, to enable the continuance and
growth of its business activities. The principles underlying liquidity risk
management are that sufficient liquidity is available to meet financial
obligations arising from the Group's activities.
On 31 December 2023, the Group had EUR 2,669 thousand in cash and
cash equivalents at its free disposal (31 December 2022: EUR 3,378
thousand). On the same date, the Group had no credit facility (2022: no
credit facility.

The expected cash outflows of the Group are as follows:
As at 31 December 2023
Less than
EUR thousands Carrying Total 6 months
amount Cash outflows
Liabilities to Stichting Beheer Derdengelden 941 941 941
Ease2pay
Trade and other liabilities 1,395 1,395 1,395
Total 2,336 2,336 2,336
As at 31 December 2022 Less than
EUR thousands Carrying Total 6 months
amount Cash outflows
Liabilities to Stichting Beheer Derdengelden 750 750 750
Ease2pay
Trade and other liabilities 1,460 1,460 1,460
Total 2,210 2,210 2,210


21.3 Market risk
Market risk is the risk that the fair value or future cash flows of a financial
instrument will fluctuate because of changes in market prices. The
objective of market risk management is to manage and control market
risk exposures within acceptable limits.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a
financial instrument will fluctuate because of changes in market interest
rates. On 31 December 2023, the Group was not exposed to any interest
rate risk as it has no interest-bearing debts (2022: not exposed).
Foreign currency risk
The Group has low foreign currency risk exposure, as a limited number of
Internet of Things switching and transaction platform services are
performed in currencies other than the euro.




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Consolidated financial statements 2023
44

Fair value of financial instruments
The carrying amounts of the financial instruments in the consolidated
statement of financial position, consisting of trade and other receivables,
cash and cash equivalents, borrowings and other current liabilities, are
reasonable approximations of the fair value of the instruments.




22 Related party transactions
22.1 Material accounting policy
A related party is a person or company that is related to the Group. These
include both people and companies with an influence or control in the
Group or subjected to the influence or control of the Group. The
Management and Supervisory Boards, The Internet of Cars V.O.F.
(majority shareholder) and Ease2pay N.V.’s group companies are related
parties. Transactions with related parties are accounted for in accordance
with the requirements of relevant accounting policies and consider the
substance as well as the legal form. Related party transactions were made
on terms equivalent to those that prevail in arm’s length transactions.
Balances and transactions within the Group, which are related parties of
the Group, have been eliminated on consolidation and are not disclosed.
Related parties of the Group are its key management and its majority
shareholder.







22.2 Group companies
The group companies that are included in the consolidation are
summarised hereafter.
Share as at 31 December
Name and seat 2023 2022
Ease2pay B.V., Rotterdam, The Netherlands * 100% 100%
Ease2platform B.V., Rotterdam, The Netherlands* 100% 100%
Involtum Holding B.V., Rotterdam, The Netherlands* 100% 100%
Involtum Services B.V., Rotterdam, The Netherlands* 100% 100%
Nomad Power B.V., Rotterdam, The Netherlands* 100% 100%
Yoreon B.V., Rotterdam, The Netherlands* 100% 100%
* For companies marked a declaration of joint and several liability
pursuant to Section 403(1)(f), Part 9, Book 2 of the Dutch Civil Code is
provided.


22.3 Management and Supervisory Boards
Management Board
The members of the Management Board are the Ease2pay’s key
management personnel. The remuneration of the members of the
Management Board is in accordance with the responsibilities of their
respective positions. The different positions are weighted, considering
aspects such as the scope and nature of responsibilities, the complexity of
the management context in which they operate and the required
knowledge, experience and competences required. The remuneration of
the members of the Management Board consists of a fixed amount. No
variable, pension or other benefits were granted.




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Ease2pay N.V.
Consolidated financial statements 2023
45


EUR thousands 2023 2022
Salaries - Salaries -
short-term Total short-term Total
employee employee employee employee
benefits benefits benefits benefits
Mr Jan H.L. Borghuis 88 88 82 82
Mr Gijs J. van Lookeren Campagne 88 88 82 82
Mr Maarten L. Hektor (from 19 0 0 82 82
January 2022 to 27 December 2022)
Mr Edwin M. Noomen (from 19 0 0 82 82
January 2022 to 27 December 2022)
176 176 328 328
The Management Board members are not entitled to pension premiums
as part of their remuneration. In the year under review, loans were not
provided to the members of the Management Board members (2022: no
loans).
Supervisory Board
In 2023 and 2022, the members of the Supervisory Board received
compensation for their work, as shown below. The compensations are
commensurate with the time spent on their activities. On 30 June 2022,
Ms Melis, Ms Terpstra, Mr Withagen and Mr De Witte were appointed
and Mr Fahrner and Ms Van der Veer resigned.
EUR thousands 2023 2022
Mr W.C.H. Fahrner (until 30 June 2022) 0 5
Ms Manuela N.D. Melis (from 30 June 2022) 12 6
Ms Marijke A.J. Terpstra (from 30 June 2022) 12 6
Ms N. van der Veer (until 30 June 2022) 0 5
Mr Heini C.A.M. Withagen (from 30 June 2022) 12 6
Mr Tom M. de Witte (from 30 June 2022) 15 8
51 36



22.4 Shareholders
The transactions and balances at year-end with the shareholder with a
significant influence, The Internet of Cars V.O.F., for the year are set out
below (see also notes 17.1):
EUR thousands Transactions Balances
2023 2022 2023 2022
Credit facility 0 -509 0 0
The majority shareholder participated in the share issuance on 19 January
2022 for EUR 509 thousand by converting the loan into new issued shares.

23 New and/or amended IFRS standards and/or interpretations
issued but not yet effective
The standards and interpretations that are issued, but not yet effective,
up to the date of issuance of the Group’s consolidated financial
statements are disclosed hereafter. The Group intends to adopt these
standards, if applicable, when they become effective.
IFRS standards and interpretations endorsed by the European Union
- Amendments to IFRS 16 Leases: “Lease Liability in a Sale and
Leaseback”, expected to be effective as from 1 January 2024. The
amendments require a seller-lessee to subsequently measure lease
liabilities arising from a leaseback in a way that it does not recognise
any amount of the gain or loss that relates to the right of use it
retains. As the Group has no lease, these amendments will have no
impact on the Group’s equity and result.
- Amendments to IAS 1 Presentation of Financial Statements:
“Classification of Liabilities as Current or Non-current and
Classification of Liabilities as Current or Non-current - Deferral of
Effective Date” expected to be effective as from 1 January 2024.

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Ease2pay N.V.
Consolidated financial statements 2023
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These amendments modify the requirements that were introduced by
the amendments “Classification of Liabilities as Current or Non-
current on how an entity classifies debt and other financial liabilities
as current or non-current in particular circumstances: Only covenants
with which an entity is required to comply on or before the reporting
date affect the classification of a liability as current or non-current”. In
addition, an entity has to disclose information in the notes to enable
users of financial statements to understand the risk that non-current
liabilities with covenants could become repayable within twelve
months. These amendments are not relevant for the Group as it has
no borrowings that are subject to covenants.
IFRS standards and interpretations issued by the International
Accounting Standard Board (IASB) and not yet endorsed by the European
Union
The changes in standards mentioned below are not yet endorsed by the
European Union. The effective dates mentioned are determined by the
International Accounting Standard Board (IASB).
- Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Supplier
Finance Arrangements, expected to be effective as from 1 January
2024. The amendments require to add disclosures about supplier
finance arrangements. These amendments are not applicable for the
Group.
- Amendments to IAS 21 The Effects of Changes in Foreign Exchange
Rates: “Lack of Exchangeability”, are expected to be effective as from
1 January 2025. The amendments clarify when and how to determine
whether a currency is exchangeable into another currency. Additional
disclosures need to be made in the financial statements when a
currency is not exchangeable. The Group assesses the impact of these
amendments.

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Ease2pay N.V.
Company financial statements 2023
47 47
Company financial statements 2023
Company statement of profit or loss
for the year ended 31 December
EUR thousands
Note
2023
2022
Wages and salaries
25
-183
-156
Social security and pension contributions
25
-37
-28
Other expenses
25
-556
-1,229
Operating result
-776
-1,413
Interest income
26
211
52
Interest expenses
0
-16
Result group companies
26
-804
-25,440
Loss before tax
-1,369
-26,817
Income tax expense
0
0
Result after tax
-1,369
-26,817
Company statement of financial position
Before appropriation of result for the year
as at 31 December
EUR thousands
Note
2023
2022
Non-current assets
Non-current financial assets
26
4,463
5,135
Total non-current assets
4,463
5,135
Current assets
Other receivables
27
22
62
Cash and cash equivalents
2,633
3,352
Total current assets
2,655
3,414
Total assets
7,118
8,549
Equity and liabilities
Equity
28
Share capital
2,354
2,354
Share premium
37,057
37,057
Accumulated losses
-31,181
-4,364
Loss for the year
-1,369
-26,817
Total equity
6,861
8,230
Current liabilities
Trade and other liabilities
30
257
319
Total current liabilities
257
319
Total equity and liabilities
7,118
8,549
The accompanying notes form an integral part of these company financial statements.


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Ease2pay N.V.
Company financial statements 2023
48 48
Notes to the Company financial statements
24 Material accounting policies
Ease2pay N.V. (the Company) is a public limited liability company
incorporated and domiciled in Rotterdam, the Netherlands (see note 1 of
the consolidated financial statements).
Basis of preparation
The company financial statements have been drawn up using the same
accounting policies applied for preparing the consolidated financial
statements, in accordance with Section 362(8), Part 9 of Book 2 of the
Dutch Civil Code. Based on Section 362(8), Part 9 of Book 2 of the Dutch
Civil Code, the consolidated financial statements have been prepared in
accordance with the International Financial Reporting Standards as
adopted by the European Union (IFRS-EU) and with Part 9 of Book 2 of the
Dutch Civil Code. These accounting principles are disclosed in the notes to
the consolidated financial statements, unless stated otherwise in these
company statements.
All amounts in these explanatory notes are stated in thousands of euros
(EUR), unless stated otherwise.
25 Personnel and other expenses
25.1 Personnel expenses
EUR thousands
2023
2022
Wages and salaries
183
278
Social security contributions
37
50
Pensions contributions
0
0
220
328
Recharged to group companies
Wages and salaries
0
-122
Social security contributions
0
-22
220
184
Average number of employees
2
4
All employees are employed in the Netherlands. See note 22.3 of the
consolidated financial statements for the remunerations of the
Management and Supervisory Boards.
25.2 Other expenses
The other expenses are specified hereafter.
EUR thousands
2023
2022
Advisory and consultancy expenses
315
1,060
Other expenses
241
169
Other operating expenses
556
1,229
Independent auditor remuneration
In accordance with Section 382a, Part 9 of Book 2 of the Dutch Civil Code,
the aggregate fees by the Company’s independent auditor of services in
the Netherlands, PricewaterhouseCoopers Accountants N.V., are
summarised below. These fees relate to the audit of the 2023 financial
statements, regardless of whether the work was performed during the
financial year.


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Ease2pay N.V.
Company financial statements 2023
49 49
EUR thousands
2023
2022
Audit of the financial statements
250
391
Other audit services
0
265
Tax services
0
0
Non-audit services
0
0
Total
250
656
Fees for audit services include the audit of the financial statements of the
Company and its group companies.
26 Non-current financial assets
Material accounting policies
Investments in group companies
Investments in group companies are measured using the equity method.
The carrying amounts are based on the measurements of assets and
liabilities and profit or loss is based on the accounting policies applied in
the consolidated financial statements. Group companies with a negative
equity are measured at nil, unless the Company has an obligation for
liabilities of, or a receivable on the group company. In case a receivable
(or loan) is provided to the group company, the loan provided is
decreased by the negative amount of the equity value. A provision is
recognised if a liability remains for the Company.
Loans and amounts due from and or to group companies
Loans to and amounts due from or to group companies are stated initially
at fair value and subsequently at amortised cost, using the effective
interest rate, less impairments. Each group company is considered a
combination of assets and liabilities rather than an indivisible asset and,
therefore, expected credit losses are eliminated.
Changes in the year
EUR thousands
Investments group
companies
Loans due from
group companies
Total
Balance as at 1 January 2023
2,478
2,657
5,135
Interest accrued
0
132
132
Result for the year
-349
-455
-804
Balance as at 31 December 2023
2,129
2,334
4,463
Balance as at 1 January 2022
0
1,643
1,643
Additions
27,635
1,245
28,880
Result for the year
-25,157
-283
-25,440
Interest accrued
0
52
52
Balance as at 31 December 2022
2,478
2,657
5,135
The result for the year 2022 of group companies includes the impairment
loss of the group companies (as disclosed in note 10).
The loans due from group companies bears an interest of 4.2% per annum
based on 3-month Euribor rate plus a margin of 2.0% determined on
1 January (2022: 1.4%), no securities are provided and have an indefinite
term (2022: no securities and indefinite term).
See note 22.2 for the Company’s group companies.
27 Other receivables
EUR thousands As at 31 December
2023
2022
Taxes and social security contributions
1
0
Other receivables and accruals
21
62
Total
22
62
All receivables fall due within one year.


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Ease2pay N.V.
Company financial statements 2023
50 50
28 Equity
28.1 Issued capital
Share capital
The authorised share capital of EUR 11.0 million (2022: EUR 11.0 million)
is divided into 110,000,000 ordinary shares with a par value of EUR 0.10
(2022: 110,000,000 ordinary shares with a par value of EUR 0.10). The
issued share capital is summarised below.
Number of ordinary shares issued and fully paid
2023
2022
Issued shares as at 1 January
23,542,215
10,550,208
Issued shares in the year
0
12,992,007
Issued shares as at 31 December
23,542,215
23,542,215
Changes in 2022
On 19 January 2022, the Group obtained control over Involtum Holding
B.V. by acquiring all of the shares of Involtum Holding B.V. and transferred
10,714,792 new issued shares of Ease2pay N.V. to the sellers valued at
EUR 27.6 million.
On 19 January 2022, the Group successfully completed a private
placement share issuance to a group of majority shareholders. The Group
issued 2,108,344 shares of EUR 3.02 each, resulting in cash proceeds of
EUR 6,375 thousand. The emission price was based on the weighted
trade-volume average price of ordinary shares on Euronext Amsterdam
over a period of 90 days before the Groups press release on
29 November 2021.
On 19 January 2022, the Group converted its liability of its credit facility of
EUR 509 thousand including accrued interest into 168,871 shares of
EUR 3.02 each.
In 2022, the Group incurred cost for the share issuance amounting to
EUR 396 thousand in the year.
Share premium
Share premium is the excess of the amount received by the Company over
and above the nominal value of its shares issued. Incremental costs
directly attributable to the issue of new shares are shown in shareholders’
equity as a deduction, net of tax, from the proceeds and are presented in
share premium.
28.2 Accumulated deficits
Accumulated deficits are related to past net losses allocated to
shareholder’s equity.
28.3 Changes in the year
2023
1 January
Issuance
of capital
Loss ap-
propriation
Loss for
the year
31
December
EUR thousands
Share capital
2,354
0
0
0
2,354
Share premium
37,057
0
0
0
37,057
Accumulated deficits
-4,364
0
-26,817
0
-31,181
Result for the year
-26,817
0
26,817
-1,369
-1,369
8,230
0
0
-1,369
6,861
2022
1 January
Issuance
of capital
Loss ap-
propriation
Loss for
the year
31
December
EUR thousands
Share capital
1,055
1,299
0
0
2,354
Share premium
4,233
32,824
0
0
37,057
Accumulated deficits
-3,556
0
-808
0
-4,364
Result for the year
-808
0
808
-26,817
-26,817
924
34,123
0
-26,817
8,230


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Ease2pay N.V.
Company financial statements 2023
51 51
28.4 Loss allocation
The loss for the year amounting to EUR 1,369 thousand, will be deducted
from the retained earnings.
29 Borrowings
EUR thousands
2023
2022
Balance as at 1 January
0
509
Borrowings converted into equity (see note 16.1)
0
-509
Balance as at 31 December
0
0
Current borrowings as at 31 December
0
0
On 19 January 2022, the Group converted its liability of this credit facility
of EUR 509 thousand including accrued interest into equity (see note
28.1). This facility had an end date of 30 June 2022 and was provided on
18 December 2019 and extended on 29 April 2021. The interest rate of
the facility was 5.0% per annum.
30 Trade and other liabilities
EUR thousands As at 31 December
2023
2022
Trade payables
5
0
Other liabilities and accruals
252
319
Total trade and other liabilities
257
319
All liabilities fall due within one year.
31 Contingencies
Fiscal unities
The Company is head of the Dutch fiscal unities for corporate income and
value added tax. The Company and its subsidiaries are both severally and
jointly liable for the tax payable by the Dutch fiscal unities.
Joint and several liability for group companies
The Company has issued a declaration of joint and several liability
pursuant to Section 403(1)(f), Part 9, Book 2 of the Dutch Civil Code its
group companies (see note 22.2 of the consolidated financial statements).
Short-term leases
See note 20.1 of the consolidated financial statements.
32 Financial risk management
General
Inherent to the use of financial instruments, the Company is exposed to
credit risks, liquidity risks and market risks. The notes to the consolidated
financial statements provide information on the Group’s exposure to each
of these risks, its objectives, principles and procedures for managing and
measuring these risks, as well as Group capital management. These risks,
objectives, principles and procedures for managing and measuring these
risks as well as capital management apply mutatis mutandis to these
company financial statements (see notes 16.3 and 21 of the consolidated
financial statements).
Fair value
The carrying amounts of the financial instruments in the company balance
sheet, including receivables, cash and cash equivalents, borrowings and
current liabilities, are reasonable approximations of the fair values of
these instruments given the short-term nature of these instruments.


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Ease2pay N.V.
Company financial statements 2023
52 52
33 Related parties
Related parties of the Group are its key management and its majority
shareholder (see note 22 of the consolidated financial statements).
Besides the transactions with related parties disclosed in the consolidated
financial statements, the Company has issued loans to its group
companies as noted hereafter.
EUR thousands
Transactions
Balances
Loans to group companies
2023
2022
2023
2022
Notional amount
0
1,245
2,334
2,657
Interest income
132
52
0
0
Rotterdam, 26 April 2024,
Management Board,
Jan H.L. Borghuis
Gijs J. van Lookeren Campagne
Supervisory Board,
Manuela N.D. Melis
Marijke A.J. Terpstra
Heini C.A.M. Withagen
Tom M. de Witte


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Ease2pay N.V.
Other information
53
Other information
Articles of association provisions governing the appropriation of profit
Article 31 of the articles of association states the following in respect of
dividends and reserves:
1. Distribution of the profit may only take place after adoption of the
financial statements showing that the company's equity is more than
the amount of the paid-up and called-up part of the capital increased
by the reserves that must be maintained pursuant to the law.
2. The part of the profit - the positive balance of the profit and loss
account - realised in the financial year last passed to be reserved is
determined by the management board subject to the approval of the
supervisory board.
3. The part of the profit remaining after the reservation is at the disposal
of the general meeting for distribution to the holders of shares,
proportionally to the shares they hold.
4. Subject to previous approval by the supervisory board, already prior
to the adoption of the financial statements of any financial year the
management board may resolve to distribute the dividend to be
expected at the account of the financial year concerned in the form of
one or more interim dividends, provided an interim statement of
assets and liabilities as referred to in Article 2:105 paragraph 4DCC
signed by the management board shows that the requirement
regarding the status of the capital in paragraph 1 of this article has
been satisfied.
5. No profit is distributed on shares in its capital held by the company
unless a right of usufruct has been established on those shares or
depositary receipts thereof have been issued with the company's
cooperation. In calculating the division of the profit, the shares in its
capital held by the company and on which no profit may be
distributed are not counted.
6. A general dividend reserve will be maintained for all shares.
Article 32 of the articles of association states the following in respect of
distributions in the form of shares and distributions charged against the
reserves:
1. The general meeting may resolve, based on a proposal from the
management board that has been approved by the supervisory board,
that a dividend on shares will take place in full or in part not in cash
but in shares in the company.
2. The general meeting may resolve, based on a proposal of the
management board that has been approved by the supervisory board,
to distribute to the holders of shares at the expense of the share
premium and freely distributable reserves. These distributions may
also be made in full or in part not in cash but in shares in the
company.


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53
Independent auditor’s report
224
To: the general meeting and the supervisory board of Ease2pay N.V.
Report on the audit of the financial
statements 2023
Our opinion
In our opinion:
the consolidated financial statements of Ease2pay N.V. together with
its subsidiaries (‘the Group’) give a true and fair view of the financial
position of the Group as at 31 December 2023 and of its result and cash
flows for the year then ended in accordance with International
Financial Reporting Standards as adopted in the European Union
(‘EU-IFRS’) and with Part 9 of Book 2 of the Dutch Civil Code;
the company financial statements of Ease2pay N.V. (‘the Company’)
give a true and fair view of the financial position of the Company as at
31 December 2023 and of its result for the year then ended in
accordance with Part 9 of Book 2 of the Dutch Civil Code.
What we have audited
We have audited the accompanying financial statements 2023 of Ease2pay
N.V., Rotterdam. The financial statements comprise the consolidated
financial statements of the Group and the company financial statements.
The consolidated financial statements comprise:
the consolidated statement of financial position as at
31 December 2023;
the following statements for 2023: the consolidated statement of profit
or loss and other comprehensive income, the consolidated statement of
cash flows, and the consolidated statement of changes in equity; and
the notes to the financial statements, including material accounting
policy information and other explanatory information.
The company financial statements comprise:
the company statement of financial position as at 31 December 2023;
the company statement of profit or loss for the year then ended; and
the notes, comprising a summary of the accounting policies applied
and other explanatory information.
The financial reporting framework applied in the preparation of the
financial statements is EU-IFRS and the relevant provisions of Part 9 of
Book 2 of the Dutch Civil Code for the consolidated financial statements
and Part 9 of Book 2 of the Dutch Civil Code for the company financial
statements.
PricewaterhouseCoopers Accountants N.V., Thomas R. Malthusstraat 5, 1066 JR Amsterdam, P.O. Box 90357, 1006 BJ Amsterdam, the Netherlands
T: +31 (0) 88 792 00 20, F: +31 (0) 88 792 96 40, www.pwc.nl
‘PwC’ is the brand under which PricewaterhouseCoopers Accountants N.V. (Chamber of Commerce 34180285), PricewaterhouseCoopers Belastingadviseurs N.V. (Chamber of Commerce 34180284), PricewaterhouseCoopers Advisory N.V. (Chamber of Commerce
34180287), PricewaterhouseCoopers Compliance Services B.V. (Chamber of Commerce 51414406), PricewaterhouseCoopers Pensions, Actuarial & Insurance Services B.V. (Chamber of Commerce 54226368), PricewaterhouseCoopers B.V. (Chamber of
Commerce 34180289) and other companies operate and provide services. These services are governed by General Terms and Conditions (‘algemene voorwaarden’), which include provisions regarding our liability. Purchases by these companies are governed by
General Terms and Conditions of Purchase (‘algemene inkoopvoorwaarden’). At www.pwc.nl more detailed information on these companies is available, including these General Terms and Conditions and the General Terms and Conditions of Purchase, which have
also been filed at the Amsterdam Chamber of Commerce.
NLE00023485.1.1

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The basis for our opinion
We conducted our audit in accordance with Dutch law, including the Dutch
Standards on Auditing. We have further described our responsibilities
under those standards in the section ‘Our responsibilities for the audit of
the financial statements’ 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 Ease2pay N.V. in accordance with the European
Union Regulation on specific requirements regarding statutory audit of
public-interest entities, the ‘Wet toezicht accountantsorganisaties’ (Wta,
Audit firms supervision act), the ‘Verordening inzake de onafhankelijkheid
van accountants bij assuranceopdrachten’ (ViO, Code of Ethics for
Professional Accountants, a regulation with respect to independence) and
other relevant independence regulations in the Netherlands. Furthermore,
we have complied with the ‘Verordening gedrags- en beroepsregels
accountants’ (VGBA, Dutch Code of Ethics).
Our audit approach
We designed our audit procedures with respect to the key audit matters,
fraud and going concern, and the matters resulting from that, in the
context of our audit of the financial statements as a whole and in forming
our opinion thereon. The information in support of our opinion, such as
our findings and observations related to individual key audit matters, the
audit approach fraud risk and the audit approach going concern was
addressed in this context, and we do not provide separate opinions or
conclusions on these matters.
Overview and context
Ease2pay N.V. offers an intelligent activation and payment platform. With
it, operators of gas stations, charging stations, parking garages, ports,
markets, truck and camper parks create self-service options for their users.
The Group is comprised of several components and therefore we
considered our group audit scope and approach as set out in the section
‘The scope of our group audit’.
As part of designing our audit, we determined materiality and assessed the
risks of material misstatement in the financial statements. In particular, we
considered where the management board made important judgements, for
example, in respect of significant accounting estimates that involved
making assumptions and considering future events that are inherently
uncertain. In these considerations, we paid attention to, amongst others,
the assumptions underlying the physical and transition risk related to
climate change.
Ease2pay N.V. assessed the possible effects of climate change on its
financial position, refer to the section ‘Sustainability and environment’ in
the report of the management board. We discussed Ease2pay N.V.’s
assessment and governance thereof with the management board and
evaluated the potential impact on the financial position including
underlying assumptions and estimates. The expected effects of climate
change are not considered a key audit matter primarily given the platform-
based nature of the Group and the related limited environmental impact
that has, including in the value chain of its clients.
In note 3 ‘Significant accounting judgements and estimates’ of the financial
statements, the Group describes the areas of judgement in applying
accounting policies, and the key sources of estimation uncertainty. Given
the significant estimation uncertainty and the related higher inherent risks
of material misstatement in the valuation of the platform technology, we
considered this matter as a kay audit matter similar to prior year as set out
in the section ‘Key audit matters’ of this report. Furthermore, and similar
to prior year as well, we identified the insufficient level of segregation of
duties as a key audit matter.

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Another area of focus, that was not considered as a key audit matter was
the valuation of the goodwill, this in contrast to last year. Furthermore,
during 2023, similar to 2022, we have performed a penetration test on the
IT platforms for which no material exceptions have been noted that could
impact the going-concern assumption of Ease2pay N.V.
We ensured that the audit team included the appropriate skills and
competences that are needed for the audit. We therefore included tax and
valuations specialists in our team. Our tax specialists were primarily
involved for the indirect tax positions and our valuations specialists
assisted on the impairment testing.
The outline of our audit approach was as follows:
Materiality
Overall materiality: €96,600.
Audit scope
The audit work is conducted by the group
audit team based in the Netherlands.
All activities of the Group are included as
part of our audit scope.
Audit scope coverage: 100% of consolidated
revenue, 100% of consolidated total assets
and 100% of consolidated profit before tax.
Key audit matters
Valuation of the platform technology.
Insufficient level of segregation of duties.
Materiality
The scope of our audit was influenced by the application of materiality,
which is further explained in the section ‘Our responsibilities for the audit
of the financial statements’.
Based on our professional judgement we determined certain quantitative
thresholds for materiality, including the overall materiality for the financial
statements as a whole as set out in the table below. These, together with
qualitative considerations, helped us to determine the nature, timing and
extent of our audit procedures on the individual financial statement line
items and disclosures and to evaluate the effect of identified
misstatements, both individually and in aggregate, on the financial
statements as a whole and on our opinion.
Overall group
materiality
€96,600 (2022: €91,600).
Basis for
determining
materiality
We used our professional judgement to determine overall
materiality. As a basis for our judgement, we used 1% of total
assets.
Rationale for
benchmark
applied
We used total assets as the primary benchmark, a generally
accepted auditing practice, based on our analysis of the
common information needs of the users of the financial
statements. On this basis, we believe that total assets is the
most relevant metric for the (financial) performance of the
Group, also considering the fact that the Group has been in a
loss-making position in 2023 and in prior years. It should be
noted that the materiality benchmark in prior year was total
assets excluding goodwill given its background and relative
size in comparison to the balance sheet.
Component
materiality
No component materiality is applicable, as all activities of
the Group have been audited based on the overall
materiality.

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We also take misstatements and/or possible misstatements into account
that, in our judgement, are material for qualitative reasons.
We agreed with the supervisory board that we would report to them any
misstatement identified during our audit above €9,600 (2022: €9,160) as
well as misstatements below that amount that, in our view, warranted
reporting for qualitative reasons.
The scope of our group audit
Ease2pay N.V. is the parent company of a group of entities. The financial
information of this group is included in the consolidated financial
statements of Ease2pay N.V.
We tailored the scope of our audit to ensure that we, in aggregate,
performed sufficient work on the financial statements to enable us to
provide an opinion on the financial statements as a whole, taking into
account the management structure of the Group, the nature of operations
of its components, the accounting processes and controls, and the markets
in which the components of the Group operate. In establishing the overall
group audit strategy and plan, we determined the type of work required to
be performed at component level by the group audit team. At all
components (Ease2pay N.V., Ease2pay B.V., Ease2platform B.V., Stichting
Beheer Derdengelden Ease2pay, Involtum Holding B.V., Yoreon B.V.,
Nomad Power B.V. and Involtum Services B.V.), the audit procedures are
performed on the full set of financial information because these
components are individually significant. All audit work has been performed
by the group audit team.
In total, in performing these procedures, we achieved the following scope
coverage on the financial line items:
Revenue 100%
Total assets 100%
Profit before tax 100%
The group audit team performed the audit work on the group
consolidation, financial statement disclosures and a number of more
complex items at the head office.
By performing the procedures outlined above, we have been able to obtain
sufficient and appropriate audit evidence on the Group’s financial
information, to provide a basis for our opinion on the financial statements.
Audit approach fraud risks
We identified and assessed the risks of material misstatements of the
financial statements due to fraud. During our audit we obtained an
understanding of Ease2pay N.V. and its environment and the components
of the internal control system. This included the management board’s risk
assessment process, the management board’s process for responding to the
risks of fraud and monitoring the internal control system and how the
supervisory board exercised oversight, as well as the outcomes. We refer to
section ‘fraud risk’ of the report of the management board for
management’s reflection on their fraud risk and section ‘Meetings of the
Supervisory Board’ of the report of the supervisory board in which the
supervisory board reflects that fraud is a (main) topic they discuss. We note
that the management board has not formalised their fraud risk assessment.
Management did perform an (informal) fraud scenario analysis in order to
obtain insight in fraud risks and mitigating measures.

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We evaluated the design and relevant aspects of the internal control system
with respect to the risks of material misstatements due to fraud and in
particular the fraud risk assessment, as well as the code of conduct and
whistle-blower procedures. We evaluated the design and the
implementation of internal controls designed to mitigate fraud risks. We
note that the Group has an insufficient level of segregation of duties (see
key audit matter ‘Insufficient level of segregation of duties’), which also
inherently leads to a potential fraud risk (factor).
We asked members of the management board and the supervisory board
whether they are aware of any actual or suspected fraud. This did not result
in signals of actual or suspected fraud that may lead to a material
misstatement.
As part of our process of identifying fraud risks, we evaluated fraud risk
factors with respect to financial reporting fraud, misappropriation of assets
and bribery and corruption. We evaluated whether these factors indicate
that a risk of material misstatement due to fraud is present.
We identified the following fraud risks and performed the following
specific procedures:
Identified fraud risks Our audit work and observations
The risk of management
override of controls
Management is in a unique
position to perpetrate fraud
because of management’s ability
to manipulate accounting records
and prepare fraudulent financial
statements by overriding controls
that otherwise appear to be
operating effectively.
We evaluated the design and implementation
of the internal control measures in the
processes of generating and processing
journal entries and making estimates.
We also paid specific attention to the access
safeguards in the IT system. We performed
journal entry testing procedures on several
criteria such as for example: unexpected
account combinations, unusual words and
Identified fraud risks Our audit work and observations
That is why, in all our audits, we
pay attention to the risk of
management override of controls
in:
the appropriateness of
journal entries and other
adjustments made in the
preparation of the financial
statements;
estimates;
significant transactions, if
any, outside the normal
course of business for the
entity.
unexpected users. In addition, we also tested
manual consolidation adjustments.
With regard to management’s accounting
estimates, we evaluated key estimates and
judgements for bias, including retrospective
reviews of prior year’s estimates. We
performed substantive audit procedures for
the estimates in goodwill and platform
technology impairment testing. For the latter,
please refer to key audit matter ‘Valuation of
the platform technology’.
In addition, we performed substantive audit
procedures over outgoing bank payments and
evaluated whether other payments were
made to related parties, aside from the
renumeration to the management board and
the supervisory board, as included in note 22
‘Related party transactions’ of the financial
statements.
Our audit procedures did not lead to specific
indication of fraud or suspicions of fraud with
respect to management override of controls.
The risk of fraud in revenue
recognition
As part of our risk assessment
and based on a presumption that
there are risks of fraud in revenue
recognition, we evaluated which
types of revenue give rise to a
We evaluated the design and implementation
of the internal control measures in the
processes related to revenue reporting.
We performed external confirmation
procedures over the revenue recognised.
We also tested, on a sample basis, revenue
transactions based on documents such as

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Identified fraud risks Our audit work and observations
significant risk of fraud in
revenue recognition.
As part of their long-term
strategy, management focuses on
growth in turnover and results.
This could lead to pressure on
management to overstate revenue
by recognising revenue too early
or recording fictitious turnover.
We therefore consider
existence/occurrence,
completeness and cut-off as
assertions relevant for the risk of
fraud in revenue recognition.
sales agreements, delivery documents, sales
invoices, cash receipts etc.
In addition, we performed specific audit
procedures at the end of the year related to
cut-off procedures. In addition, we performed
audit procedures to determine whether credit
invoices were registered in the correct
financial year.
Finally, we performed journal entry testing
procedures using different risk-based
selection criteria.
Our audit procedures did not lead to specific
indications of fraud or suspicions of fraud
with respect to the existence/occurrence,
completeness and cut-off of the revenue
recognition.
[]
We incorporated an element of unpredictability in our audit. During the
audit, we remained alert to indications of fraud. Furthermore, we
considered the outcome of our other audit procedures and evaluated
whether any findings were indicative of fraud or non-compliance with laws
and regulations.
Audit approach going concern
As disclosed in sections ‘Going concern’ of the report of the management
board and ‘2.2 Basis of Preparation’ in the financial statements, the
management board performed their assessment of the entity’s ability to
continue as a going concern for at least twelve months from the date of
preparation of the financial statements and has not identified events or
conditions that may cast significant doubt on the entity’s ability to continue
as a going concern (hereafter: going-concern risks).
Our procedures to evaluate the management board’s going-concern
assessment included, amongst others:
considering whether the management board identified events or
conditions that may cast significant doubt on the entity’s ability to
continue as a going concern;
considering whether the management board’s going-concern
assessment included all relevant information of which we were aware
as a result of our audit and inquiring of the management board
regarding the management board’s most important assumptions
underlying their going-concern assessment;
evaluating the management board’s current budget including cash
flows for at least twelve months from the date of preparation of the
financial statements taken into account current developments in the
industry and all relevant information of which we were aware as a
result of our audit;
analysing whether the current and the required financing has been
secured to enable the continuation of the entirety of the entity’s
operations, including compliance with relevant covenants;
performing inquiries of the management board as to its knowledge of
going-concern risks beyond the period of the management board’s
assessment.
Based on our procedures performed, we concluded that the management
board’s use of the going-concern basis of accounting is appropriate, and
based on the audit evidence obtained, that no material uncertainty exists

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related to events or conditions that may cast significant doubt on the
entity’s ability to continue as a going concern.
Key audit matters
Key audit matters are those matters that, in our professional judgement,
were of most significance in the audit of the financial statements. We have
communicated the key audit matters to the supervisory board. The key
audit matters are not a comprehensive reflection of all matters identified
by our audit and that we discussed. In this section, we described the key
audit matters and included a summary of the audit procedures we
performed on those matters.
The key audit matter related to the valuation of the goodwill that was
included in the prior year is no longer considered a key audit matter for the
current year. The goodwill was almost fully impaired in prior year and the
remaining balance is not considered a key matter given the related
business performance and headroom in the goodwill impairment
assessment.
Key audit matter Our audit work and observations
1. Valuation of the platform
technology
Note ‘11 Intangible assets’ of the
financial statements
Ease2pay N.V. has business
activities that depend on
operational technology platforms.
In the financial statements, the
platforms are recorded as part of
the intangible fixed assets. The
total carrying amount of those
intangible assets as of year end
We evaluated management’s cash
flow forecasts and more specifically
those cash flows directly linked to
the technology platforms.
We also assessed the consistency of
the assumptions in the forecast
with the Company’s strategic and
operational plans, historical
performance and relevant industry
outlooks for the period covered in
the plans and made sure
management made use of the most
Key audit matter Our audit work and observations
2023 is
€2,292 thousand (202
2
:
€2,871 thousand).
This includes Involtum platform
technology (acquired in 2022) and
Ease2pay platform technology that
consists of self-developed assets for
the Ease2pay activities and
MyOrder and Monotch activities
that were acquired in the past
(together: ‘the platform’).
Due to the Group being loss-
making, management conducted
an analysis as of 31 December
2023, to determine whether an
impairment of the intangible assets
is applicable. Based on the outcome
of the expected future cashflow,
Ease2pay concluded that the
realisable value of the platform is
higher than the carrying amount
and no impairment is applicable.
Given the significant estimation
uncertainty and the related higher
inherent risks of material
misstatement in the valuation of
the platform technology, there is an
inherent risk of overstatement.
recent and appropriate outlooks.
We tested the mathematical
accuracy of the forecast.
In addition, we compared the 2023
and 2024 actual results to date
with the FY 23 and FY24 forecasted
figures included to consider
whether any forecasts included
assumptions that, with hindsight,
had been too optimistic. None with
a material impact were noted.
With the help of our specialists, we
challenged management’s
assumptions in forecasts for:
long-term growth rates, by
comparing them to available
and most recent economic and
industry forecasts and verified
that these were appropriate to
use; and
the discount rate, by assessing
the cost of capital for the
Company and comparable
organisations within the
industry, as well as considering
territory and company-specific
factors.

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Key audit matter Our audit work and observations
Therefore, we considered this a key
audit matter in our audit.
We challenged management on the
adequacy of their sensitivity
calculation. We determined that
the calculations were most
sensitive to the discount rate
assumption.
We evaluated whether
development costs incurred meet
the criteria for capitalising and
agree with management’s
conclusion not to capitalise these
costs.
Finally, we determined that the
platforms are active as of 31
December 2023 and as of the date
of this report and that the
respective disclosures in the
financial statements are in line
with EU-IFRS.
Our audit procedures did not
indicate reportable material
findings with respect to the
valuation of the platform.
Key audit matter Our audit work and observations
2. Insufficient level of
segregation of duties
Ease2pay has a limited number of
employees. Implicit to the size of
the organisation a relatively high
number of people have extensive
rights in the IT environment
relevant to the financial
administration including payment
rights in the banking application.
Compared to 2022 the average
number of employees increased
slightly. Despite this, further
formalisation of processes and
procedures needs to be established.
The desired level of segregation of
duties is not yet implemented by
Ease2pay.
This results in an increased risk
relating to misappropriation of
assets of the Group. Given the
nature of the risk and the impact
on our audit approach, we
identified this as a key audit
matter.
We evaluated the design and
implementation of internal control
measures and through these
procedures noted there was an
insufficient level of segregation of
duties.
Due to this matter we have
designed an audit that is largely
substantive in nature:
We have tested a sample of
outgoing bank payments and
reconciled the payments with
underlying invoices, in which
the correctness of the bank
account number has been
agreed as well as the business
rationale of the respective
purchase.

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Key audit matter Our audit work and observations
We have determined that no
payments have been made to
related parties, except for the
payments related to
remuneration of the
management board and the
supervisory board as included
in note 22 ‘Related party
transactions’ of the financial
statements. We have evaluated
this by obtaining information
from an external source related
to all related parties and
compared these with the
names included in the vendor
master file.
No exceptions were noted that
impacted our audit.
Report on the other information included in
the annual report
The annual report contains other information. This includes all
information in the annual report in addition to the financial statements
and our auditor’s report thereon.
Based on the procedures performed as set out below, we conclude that the
other information:
is consistent with the financial statements and does not contain
material misstatements; and
contains all the information regarding the directors’ report and the
other information that is required by Part 9 of Book 2 and regarding
the remuneration report required by the sections 2:135b and 2:145
subsection 2 of the Dutch Civil Code.
We have read the other information. Based on our knowledge and the
understanding obtained in our audit of the financial statements or
otherwise, we have considered whether the other information contains
material misstatements.
By performing our procedures, we comply with the requirements of Part 9
of Book 2 and section 2:135b subsection 7 of the Dutch Civil Code and the
Dutch Standard 720. The scope of such procedures was substantially less
than the scope of those procedures performed in our audit of the financial
statements.
The management board is responsible for the preparation of the other
information, including the directors’ report and the other information in
accordance with Part 9 of Book 2 of the Dutch Civil Code. The management
board and the supervisory board are responsible for ensuring that the
remuneration report is drawn up and published in accordance with
sections 2:135b and 2:145 subsection 2 of the Dutch Civil Code.

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Report on other legal and regulatory
requirements and ESEF
Our appointment
We were appointed as auditors of Ease2pay N.V. (as of that date
DOCDATA N.V.) on 12 May 2015 by the supervisory board. This followed
the passing of a resolution by the shareholders at the annual general
meeting held on 12 May 2015. Our appointment has been renewed
annually by shareholders and now represents a total period of
uninterrupted engagement of 9 years.
European Single Electronic Format (ESEF)
Ease2pay N.V. has prepared the annual report in ESEF. The requirements
for this are set out in the Delegated Regulation (EU) 2019/815 with regard
to regulatory technical standards on the specification of a single electronic
reporting format (hereinafter: the RTS on ESEF).
In our opinion, the annual report prepared in XHTML format, including
the marked-up consolidated financial statements, as included in the
reporting package by Ease2pay N.V., complies in all material respects with
the RTS on ESEF.
The management board is responsible for preparing the annual report,
including the financial statements in accordance with the RTS on ESEF,
whereby the management board combines the various components into a
single reporting package.
Our responsibility is to obtain reasonable assurance for our opinion
whether the annual report in this reporting package complies with the RTS
on ESEF.
We performed our examination in accordance with Dutch law, including
Dutch Standard 3950N ‘Assuranceopdrachten inzake het voldoen aan de
criteria voor het opstellen van een digitaal verantwoordingsdocument’
(assurance engagements relating to compliance with criteria for digital
reporting).
Our examination included amongst others:
obtaining an understanding of the entity’s financial reporting
process, including the preparation of the reporting package;
identifying and assessing the risks that the annual report does not
comply in all material respects with the RTS on ESEF and designing
and performing further assurance procedures responsive to those
risks to provide a basis for our opinion, including:
o obtaining the reporting package and performing validations to
determine whether the reporting package containing the
Inline XBRL instance document and the XBRL extension
taxonomy files have been prepared in accordance with the
technical specifications as included in the RTS on ESEF;
o examining the information related to the consolidated
financial statements in the reporting package to determine
whether all required mark-ups have been applied and whether
these are in accordance with the RTS on ESEF.
No prohibited non-audit services
To the best of our knowledge and belief, we have not provided prohibited
non-audit services as referred to in article 5(1) of the European Regulation
on specific requirements regarding statutory audit of public-interest
entities.

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Services rendered
The services, in addition to the audit, that we have provided to the
Company or its controlled entities, for the period to which our statutory
audit relates, are disclosed in note 25.2 ‘Other expenses – Independent
auditor remuneration’ to the financial statements.
Responsibilities for the financial statements
and the audit
Responsibilities of the management board and the
supervisory board for the financial statements
The management board is responsible for:
the preparation and fair presentation of the financial statements in
accordance with EU-IFRS and Part 9 of Book 2 of the Dutch Civil
Code; and for
such internal control as the management board determines is
necessary to enable the preparation of the financial statements that
are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the management board is
responsible for assessing the Company’s ability to continue as a going
concern. Based on the financial reporting frameworks mentioned, the
management board should prepare the financial statements using the
going-concern basis of accounting unless the management board either
intends to liquidate the Company or to cease operations or has no realistic
alternative but to do so. The management board should disclose in the
financial statements any event and circumstances that may cast significant
doubt on the Company’s ability to continue as a going concern.
The supervisory board is responsible for overseeing the Company’s
financial reporting process.
Our responsibilities for the audit of the financial
statements
Our responsibility is to plan and perform an audit engagement in a manner
that allows us to obtain sufficient and appropriate audit evidence to
provide a basis for our opinion. Our objectives are to obtain reasonable
assurance about 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
but not absolute level of assurance, and is not a guarantee that an audit
conducted in accordance with the Dutch Standards on Auditing will always
detect a material misstatement when it exists. Misstatements may arise
due to fraud or error. They 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.
Materiality affects the nature, timing and extent of our audit procedures
and the evaluation of the effect of identified misstatements on our opinion.
A more detailed description of our responsibilities is set out in the
appendix to our report.
Amsterdam, 29 April 2024
PricewaterhouseCoopers Accountants N.V.
/PwC_Partner_Signature/
Original has been signed by C.C.J. Segers RA

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Appendix to our auditor’s report on the
financial statements 2023 of Ease2pay N.V.
In addition to what is included in our auditor’s report, we have further set
out in this appendix our responsibilities for the audit of the financial
statements and explained what an audit involves.
The auditor’s responsibilities for the audit of the
financial statements
We have exercised professional judgement and have maintained
professional scepticism throughout the audit in accordance with Dutch
Standards on Auditing, ethical requirements and independence
requirements. Our audit consisted, among other things of the following:
Identifying and assessing the risks of material misstatement of the
financial statements, whether due to fraud or error, designing and
performing audit procedures responsive to those risks, and
obtaining 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 intentional override of
internal control.
Obtaining 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.
Evaluating the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures
made by the management board.
Concluding on the appropriateness of the management board’s use
of the going-concern basis of accounting, and based on the audit
evidence obtained, concluding whether a material uncertainty exists
related to events and/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 and are made in the
context of our opinion on the financial statements as a whole.
However, future events or conditions may cause the Company to
cease to continue as a going concern.
Evaluating the overall presentation, structure and content of the
financial statements, including the disclosures, and evaluating
whether the financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
Considering our ultimate responsibility for the opinion on the consolidated
financial statements, we are responsible for the direction, supervision and
performance of the group audit. In this context, we have determined the
nature and extent of the audit procedures for components of the Group to
ensure that we performed enough work to be able to give an opinion on the
financial statements as a whole. Determining factors are the geographic
structure of the Group, the significance and/or risk profile of group entities
or activities, the accounting processes and controls, and the industry in
which the Group operates. On this basis, we selected group entities for
which an audit or review of financial information or specific balances was
considered necessary.

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We communicate with the supervisory board 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. In this respect, we also issue an additional report
to the supervisory board in accordance with article 11 of the EU Regulation
on specific requirements regarding statutory audit of public-interest
entities. The information included in this additional report is consistent
with our audit opinion in this auditor’s report.
We provide the supervisory board with a statement that we have complied
with relevant ethical requirements regarding independence, and to
communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable,
related actions taken to eliminate threats or safeguards applied.
From the matters communicated with the supervisory board, we determine
those matters that were of most significance in the audit of the financial
statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in
our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such
communication.

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Ease2pay N.V.
Burgermeester Oudlaan 50
3062 PA Rotterdam, The Netherlands
Website Ease2pay: www.ease2pay.com
Corporate website: https://investor.ease2pay.com/
E-mail: corporate@ease2paynv.com
Dutch Commercial Register under number 16081306