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Discontinued operations

12 Months Ended

Dec. 31, 2025

30	Discontinued operations

According to the guidance provided by IFRS 5 “Non-current Assets Held for Sale and Discontinued Operations”, the assets and liabilities associated with those subsidiaries whose operations were discontinued have been presented as held for sale in the consolidated financial statements. The results, major classes of assets and liabilities, and net cash flows of these subsidiaries are presented below.


		2025		2024
ASSETS
Current assets
Cash and cash equivalents		—		1,522
Total assets classified as held for sale		—		1,522

LIABILITIES
Current liabilities
Interest-bearing loans		1,258,387		1,171,546
Accounts payable, accruals and other payables		2,746,781		2,754,019
Total liabilities classified as held for sale		4,005,168		3,925,565
Net assets directly associated with assets classified as held for sale		(4,005,168)		(3,924,043)

30	Discontinued operations (continued)


		2025		2024		2023
Results for the year from discontinued operations
Revenue		—		—		13,354,491
Cost of sales		—		—		(10,638,283)
Gross income from discontinued operations		—		—		2,716,208

General and administrative expenses		(1,534)		(536,383)		(3,509,132)
Selling and marketing expenses		—		—		(1,023,741)
Other income, net		—		254,059		80,842
Operating loss from discontinued operations		(1,534)		(282,324)		(1,735,823)

Gain/(loss) on disposal of subsidiaries		—		1,126,100		(8,285,250)
Finance cost, net		—		(48,407)		(55,217)
Profit/(loss) before tax from discontinued operations		(1,534)		795,369		(10,076,290)

Income tax benefit		—		—		—
Profit/(loss) for the year from discontinued operations		(1,534)		795,369		(10,076,290)

Attributable to:
Equity holders of the Parent Company		(1,534)		726,325		(10,076,290)
Non-controlling interests		—		69,044		—
		(1,534)		795,369		(10,076,290)

Profit/(loss) per share
Basic		—		0.09		(1.48)
Diluted		—		0.09		(0.91)

Cash flow
Operating		(1,534)		795,369		(10,076,290)
Investing		—		—		—
Financing		—		—		—
Net cash flow		(1,534)		795,369		(10,076,290)

30.1. Disposal of subsidiaries

During the year 2024, the Group entered into a sale agreement to dispose the subsidiary Swvl Global FZE which carried out operations in the UAE. During the year 2023, the Group entered into multiple sales agreements to dispose the subsidiaries SWVL Pakistan, Voltline, Shotl and Urbvan which carried out the Group’s operations in Pakistan, Turkey, Spain and Mexico respectively. The disposal was effected in order to generate cashflows for the continuity and expansion of the Group’s other businesses and focus on profitable Group entities, the details of each sale was as below.

30.1.1. Swvl Global FZE

The disposal was completed on 15 October 2024, on which date full control of Swvl Global FZE was passed to the acquirer. The results of Swvl Global FZE which was included in the discontinued operations for the year are disclosed in the table above.

A gain of $1,126,100 arose on the disposal of Swvl Global FZE, being the carrying amount of the subsidiary’s disposed net assets.

30	Discontinued operations (continued)

30.1. Disposal of subsidiaries (continued)

30.1.2. SWVL Pakistan (private) Ltd.

The disposal was completed on 15 April 2023, on which date full control of Pakistan Private ltd. was passed to the acquirer. During 2023 there was no movement included in the discontinued operations as the entity was dormant.

A loss of $1,662,132 arose on the disposal of SWVL Pakistan (private) LTD, being the difference between the proceeds of the disposal and the carrying amount of the subsidiary’s net assets and attributable goodwill.

30.1.3. Voltline BV.

The disposal was completed on 6 January 2023, on which date full control of Voltline BV. was passed to the acquirer. During 2023 there was no movement included in the discontinued operations as the entity was dormant.

A gain of $2,391,487 arose on the disposal of Voltline BV, being the difference between the proceeds of the disposal and the carrying amount of the subsidiary’s net assets and attributable goodwill.

30.1.4. Shotl

The disposal was completed on 22 February 2023, on which date full control of Shotl was passed to the acquirer. During 2023 there was no movement included in the discontinued operations as the entity was dormant.

A gain of $242,257 arose on the disposal of the entity, being the difference between the proceeds of the disposal and the carrying amount of the subsidiary’s net assets and attributable goodwill.

30.1.5. Urbvan

The disposal was completed on 7 September 2023, on which date full control of Urbvan group was passed to the acquirer. The results of Urbvan which was included in the discontinued operations for the year are disclosed in the table above.

A loss of $9,256,862 arose on the disposal of Urbvan, being the difference between the proceeds of the disposal and the carrying amount of the subsidiary’s net assets and attributable goodwill.

30.2. Summary of (gain)/loss on disposal groups

For the year ended 31 December 2024


		Swvl Global FZE
Liabilities		1,126,100
Gain on disposal		(1,126,100)

The major classes of assets and liabilities are detailed as follows:


		Swvl Global FZE

Accounts payable, accruals and other payables		1,126,100
Total liabilities		1,126,100

30	Discontinued operations (continued)

30.2. Summary of (gain)/loss on disposal groups (continued)

For the year ended 31 December 2023


	* *	Pakistan Private Ltd.	* *	Voltline BV.	* *	Shotl	* *	Urbvan	* *	Total
Sale consideration		(20,000)		(5,000,000)		(377,829)		(9,335,867)		(14,733,696)
Foreign currency reserve		1,600,981		103,808		(58,580)		(866,512)		779,697
Non-controlling interest		—		—		1,152,077		—		1,152,077
Assets		103,834		4,357,712		—		22,300,011		26,761,557
Liabilities		(22,683)		(1,853,007)		(957,925)		(1,952,619)		(4,786,234)
Loss for the year		—		—		—		(888,151)		(888,151)
(Gain)/loss on disposal		1,662,132		(2,391,487)		(242,257)		9,256,862		8,285,250

The major classes of assets and liabilities are detailed as follows:


		Pakistan
		Private Ltd.		Voltline BV.		Shotl		Urbvan		Total
Property and equipment		—		115,310		—		180,094		295,404
Intangible assets		—		2,024,065		—		10,534,278		12,558,343
Right-of-use assets		—		576,299		—		131,516		707,815
Deferred tax assets		—		—		—		4,241,746		4,241,746
Trade and other receivables		—		690,241		—		6,695,629		7,385,870
Prepaid expenses and other current assets		—		65,347		—		160,523		225,870
Cash and cash equivalents		103,834		886,450		—		356,225		1,346,509
Total assets		103,834		4,357,712		—		22,300,011		26,761,557

Interest-bearing loans		—		407,615		316,293		—		723,908
Provision for employees’ end of service benefits		—		—		—		267,751		267,751
Lease liability		—		628,845		—		330,563		959,408
Accounts payable, accruals and other payables		22,683		816,547		186,945		1,354,305		2,380,480
Loans from a related party		—		—		454,687		—		454,687
Total liabilities		22,683		1,853,007		957,925		1,952,619		4,786,234

30.3.

Subsidiaries under liquidation

As per the second stage of the portfolio optimization plan, there are no intentions to further develop operations for the below subsidiaries or sell them. Further, since the date of the second stage of the portfolio optimization plan, discussions have been underway to commence the liquidation and winding up process of the subsidiaries.

●

Swvl NBO Limited

●

Swvl Technologies Ltd.

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Smart Way Transportation LLC

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Swvl MY For Information Technology SDN BHD

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Viapool Inc.

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Swvl Germany GmbH