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Basis of Presentation and Summary of Significant Accounting Policies - Summary of Initial Useful Life of Computer Assets (Details)	Dec. 31, 2024
Software [Member]
Finite-Lived Intangible Assets [Line Items]
Initial Useful Life of Computer Assets	5 years

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Operating leases as lessee	12 Months Ended
Operating leases as lessee	Dec. 31, 2024
Leases [Abstract]
Operating leases as lessee	14. Operating leases as lessee All of the Company's lease arrangements in place during the years ended December 31, 2024 and 2023 are short-term leases as they have lease terms of 12 months or less and do not include options to purchase the underlying assets. Upon adoption of ASC 842, the Company elected not to record short-term leases on its consolidated balance sheet and instead recognize lease payments in its consolidated statement of operations on a straight-line basis over the lease term.

Expenses and Other Non-Operating Income/(Expense), Net - Schedule of Other non-operating income (expense), net (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Expenses And Other Non Operating Income Expense Net [Line Items]
Foreign exchange gain/(loss)	$ 1,329,775	$ (375,298)
R&D credits		497,978
Other, net	6	2,686
Total	$ 1,329,781	$ 125,366

Intangible Assets, Net

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible assets, net


	December 31, 2024			December 31, 2023
Software	$	1,014,967		$	1,009,272
In-development intangible asset		6,655,623			1,862,465
		7,670,590			2,871,737
Less—Accumulated amortization for Software		(920,412	)		(736,834	)
Intangible assets, net	$	6,750,178		$	2,134,903

Amortization expense for software for the years ended December 31, 2024 and 2023 was $183,578 and $197,800 respectively. The Company has not commenced amortizing the in-development intangible asset as it not yet ready for its intended use.

As of December 31, 2024, expected amortization expense for Software over its remaining life is as follows:


2025	$	75,960
2026		6,973
2027		6,973
2028		4,649
2029		—
Thereafter		—
	$	94,555

Income Taxes

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Line Items]

Income Taxes

15.

Income taxes

The Company files its primary tax return in the United Kingdom (“the UK”). Its subsidiaries file income tax returns in the United States (“the US”), Spain, India and Taiwan. The income taxes of the Company are presented on a separate return basis for each tax-paying entity.

The components of the Company's loss (income) before income taxes are as follows:


	December 31, 2024			December 31, 2023
UK	$	171,670,156		$	29,427,631
US		696,137			994,933
Spain		262,064			298,927
India		(88,448	)		(92,982	)
Taiwan		61,948			44,181
Total	$	172,601,857		$	30,672,690

Current and deferred income tax expense consist of:


	December 31, 2024		December 31, 2023

India	$	44,933	$	63,408
Total	$	44,933	$	63,408
Current		44,933		63,408
Total	$	44,933	$	63,408

Income tax benefit attributable to our loss before income taxes differs from the amounts computed using the applicable income tax rate as a result of the following factors:


		December 31, 2024				December 31, 2023
Loss before income taxes	$		(172,601,857	)	$		(30,672,690	)
Income tax benefit at statutory tax rates (a)			43,150,464				7,208,082
Effect of:
Non-deductible or non-taxable foreign currency exchange results			(329,399	)			(88,195	)
International rate differences (b)			(23,423	)			(9,845	)
Non-deductible expenses			(29,893,933	)			(2,050,426	)
Change in valuation allowance			(12,858,776	)			(4,996,208	)
Income tax expense	$		44,933		$		63,408

The statutory or “expected” tax rates are the U.K. rates of 25% for 2024 and 23.5% for 2023. The 2023 statutory rate represents that blended rate in effect for the year ended December 31, 2023 based on the 19.0% statutory rate that was in effect for the first quarter of 2023 and the 25.0% statutory rate that was in effect for the remainder of 2023.

Amounts reflect adjustments (either a benefit or expense) to the “expected” tax expense for statutory rates in jurisdictions in which we operate outside of the UK.

The Company and its subsidiaries are liable to income taxes in their respective jurisdiction. The Company has unused tax losses as follows as at December 31, 2024:


	Tax loss carryforward			Expiration date
UK (1)	$		41,980,917	(1)
US			6,238,596	Indefinite
Spain			1,106,475	Indefinite
India		—		N/A
Taiwan			2,421,606	10 years

Tax losses carried forward in Rezolve Limited were not transferred to Rezolve AI plc in the Pre-Closing Demerger. As a result, all tax losses previously created in the UK was lost upon completion of the Pre-Closing Demerger, see note 2.1. Tax losses incurred subsequent to the Pre-Closing Demerger have an indefinite life.

The Company has created a valuation allowance against the deferred tax asset resulting from such losses due to the Company’s history of past losses and lack of conclusive evidence to support the view that sufficient taxable profit will be generated in the future by the operating entities to offset such losses.

The changes in our unrecognized tax benefits for the indicated periods are summarized below:


	2024			2023
Balance at January 1	$	33,754,069		$		24,388,433
Effect of rate changes:
Additions based on tax positions related to current year		10,719,324				6,882,336
Return to provision (based on tax return)		16,505,726			—
Tax losses lost on demerger		(47,942,752	)		—
Foreign currency translation		588,135				2,483,300
Balance at December 31	$	13,624,502		$		33,754,069

No assurance can be given that any of these tax benefits will be recognized or realized.

During 2025, we do not expect any material reductions to our unrecognized tax benefits related to tax positions taken as of December 31, 2024. No assurance can be given as to the nature or impact of any changes in our unrecognized tax positions during 2024.

The tax effects of temporary differences that give rise to the significant portions of our deferred tax assets and liabilities are presented below:


	December 31, 2024				December 31, 2023
Deferred tax assets:
Net operating loss and other carryforwards	$		13,624,502		$		33,754,069
PP&E		—				—
Derivative liabilities			644,969			—
Short-term debt to related party		—					1,556,454
Share-based payment liability			350,000				327,757
Convertible debt			7,382,329				8,110,222
Deferred tax assets			22,001,800				43,748,501
Deferred tax liabilities:
Derivative asset			(646,895	)		—
Intangible assets			(485,477	)		—
Deferred tax liabilities			(1,132,372	)		—
Net Deferred tax asset			20,869,428			—
Valuation allowance			(20,869,428	)		—
Net Deferred tax asset, net of valuation allowance	$		—		$		—

The Company files income tax returns as prescribed by the tax laws of its operating jurisdictions. In the normal course of business, the Company is subject to examination by tax authorities. In connection with such reviews, disputes could arise with the taxing authorities over the interpretation or application of certain income tax rules related to our business in that tax jurisdiction. Such disputes may result in future tax and interest and penalty assessments by these taxing authorities. The ultimate resolution of tax contingencies will take place upon the earlier of (i) the settlement date with the applicable taxing authorities in either cash or agreement of income tax positions or (ii) the date when the tax authorities are statutorily prohibited from adjusting the Company’s tax computations.

The Company has not recognized any uncertain tax position for the year ended December 31, 2024 and December 31, 2023, respectively.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
-Section 55
-Paragraph 231
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-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
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-Publisher FASB
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Paragraph 1
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
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-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Debt and other liabilities - Schedule of debt and other liabilities (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Short-term debt and other liabilities
Short-term debt to related parties (7.1)	$ 5,102,211	$ 6,225,815
Ordinary shares payable (7.2)	1,206,609	8,223,928
Convertible debt (7.3)	10,288,123	31,088,259
Short term convertible debt to related party	95,309	132,269
Share-based payment liability (7.5)	1,400,000	1,311,028
Convertible promissory notes (7.6)	6,428,825
Advisors loans (7.7)	12,812,366	0
Total	$ 37,333,443	$ 46,981,299

Expenses and Other Non-Operating Income/(Expense), Net - Schedule Of Sales And Marketing Expenses (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Expenses And Other Non Operating Income Expense Net [Abstract]
Advertisement and publicity expenses	$ 887,333	$ 144,584
Employee salaries and benefits	423,710	1,371,468
Consultancy charges	4,076,671	1,602,332
Share-based payments to employees	508,288	2,649,012
Share-based payments to related parties	389,444	963,858
Total	$ 6,285,446	$ 6,731,254

Related Party Disclosures (Tables)

12 Months Ended

Dec. 31, 2024

Summary of Transactions and outstanding balances of related parties

Transactions and outstanding balances of related parties were as follows:

Transactions during the year


	December 31, 2024			December 31, 2023
Share Capital Issued at nominal value
Brooks Newmark	$		2,977	$	—
Igor Lychagov			150		—
Convertible promissory notes repaid
DBLP Sea Cow (2)			1,250,000		—
Adam Wagner			31,250		—
John Wagner			19,844		—
Arthur Yao			93,750		—
Loans Repaid
DBLP Sea Cow (2)		—				250,000
Convertible promissory notes taken
DBLP Sea Cow Ltd.			1,250,000		—
Adam Wagner			31,250		—
John Wagner			19,844		—
Arthur Yao			93,750		—
Debt converted into shares, including interest
Igor Lychagov			3,559,380		—
Convertible Loans taken
Steve Perry		—				132,269
Loans Taken
Dan Wagner			4,463,322			191,405
Igor Lychagov		—				5,587,343
Managerial remuneration
Key Management Personnel
Dan Wagner			306,725			296,067
Salman Ahmad			230,044			222,535
Richard Burchill			281,164			271,395
Sauvik Banerjee		—				393,440
	$		817,933	$		1,183,437
Sales and marketing						393,440
General and Administrative			817,933			789,997
	$		817,933	$		1,183,437
Share-based compensation
DBLP Sea Cow (2)			61,230,453			756,944
Richard Burchill			1,153,439			1,326,703
Salman Ahmad			228,056			222,535
Peter Vesco			194,722			60,556
Arthur Yao (1)			194,722			60,556
Sauvik Banerjee		—				842,746
	$		63,001,392	$		3,270,040
Sales and marketing			389,444			963,858
General and Administrative			62,611,948			2,306,182
	$		63,001,392	$		3,270,040
Consulting fees
DBLP Sea Cow (2)			300,000			300,000
Peter Vesco			321,675			414,926
Arthur Yao (1)			300,000			300,000
	$		921,675	$		1,014,926
Sales and marketing			621,675			714,926
General and Administrative			300,000			300,000
	$		921,675	$		1,014,926
Director remuneration
Sir David Wright			95,852			92,521
Anthony Sharp			383,406			380,084
Steve Perry			95,852			92,521
Derek Smith			95,852			92,521
	$		670,961	$		657,647
Sales and marketing		—			—
General and Administrative			670,961			657,647
	$		670,961	$		657,647
Management remuneration
Sales and marketing			1,011,119			2,072,224
General and Administrative			64,400,841			4,053,826
	$		65,411,960	$		6,126,050
Business development expenses
Rezolve China (3)	$		4,750,430	$		777,161

Amounts paid to Arthur Yao were paid out of Rezolve Limited in the UK. The Company’s operations in China have since been liquidated through the Demerger (Refer to Note 2.1—Basis of presentation).

DBLP Sea Cow Ltd. (a company incorporated in the Seychelles) (“DBLP Sea Cow”) is wholly legally owned by Dan Wagner, Chief Executive Officer of Rezolve.

The Company has expensed all cash transferred to its former subsidiary Rezolve China (Refer to Note 2.1—Basis of presentation).

Share-based Compensation - Schedule of Share Options Valuation Assumptions (Details)

12 Months Ended

Dec. 31, 2024

£ / shares

Dec. 31, 2024

$ / shares

Dec. 31, 2023

$ / shares

Dec. 31, 2022

$ / shares

2022 LTIP [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Current share value

$ 1.23

Expected volatility Minimum

^[1]

59.60%

Expected volatility Maximum

^[1]

63.50%

Risk-free interest rate Minimum

^[2]

3.80%

Risk-free interest rate Maximum

^[2]

4.20%

Expected dividend yield

^[3]

0.00%

2023 LTIP [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Weighted average fair value per common share

$ 5.1

$ 0.61

Exercise price | £ / shares

£ 0

Current share value

$ 0.1

Expected volatility Minimum

^[4]

59.60%

Expected volatility Maximum

^[4]

63.50%

Risk-free interest rate Minimum

^[5]

3.80%

Risk-free interest rate Maximum

^[5]

4.20%

Expected dividend yield

^[6]

0.00%

Minimum [Member] | 2022 LTIP [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Expected term

^[7]

2 years 6 months

Minimum [Member] | 2023 LTIP [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Expected term

^[8]

1 year

Maximum [Member] | 2022 LTIP [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Expected term

^[7]

5 years 1 month 6 days

Maximum [Member] | 2023 LTIP [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Expected term

^[8]

5 years 1 month 6 days

[1]	Volatility, or the standard deviation of annualized returns, was calculated based on comparable companies’ reported volatilities.
[2]	Risk free rate was obtained from US treasury notes for the expected terms noted as of the valuation date.
[3]	The Company has assumed a dividend yield of zero as it has no plans to declare dividends in the foreseeable future.
[4]	Volatility, or the standard deviation of annualized returns, was calculated based on comparable companies’ reported volatilities.
[5]	Risk free rate was obtained from US treasury notes for the expected terms noted as of the valuation date.
[6]	The Company has assumed a dividend yield of zero as it has no plans to declare dividends in the foreseeable future.
[7]	The expected term is the length of time the grant is expected to be outstanding before it is exercised or terminated. This number is calculated as the midpoint between the end of the vesting term and the contractual period to exercise.
[8]	The expected term is the length of time the grant is expected to be outstanding before it is exercised or terminated. This number is calculated as the midpoint between the end of the vesting term and the contractual period to exercise.

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Fair Value Measurement at Reporting Date (Details) - Fair Value, Recurring [Member] - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Derivative Assets \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	$ 2,587,581
Share-based payment liability [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, Fair Value	1,400,000	$ 1,311,028
Derivative Liability [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, Fair Value	$ 2,579,875

Commitments - Summary of Commitments to Purchase Eligible Services and Offerings (Details) - Google [Member]

12 Months Ended

Dec. 31, 2024

USD ($)

Long-Term Purchase Commitment [Line Items]

Commitment amount

$ 10,000,000

Commitment Period 1 [Member]

Long-Term Purchase Commitment [Line Items]

Commitment amount

1,000,000

^[1]

Commitment Period 2 [Member]

Long-Term Purchase Commitment [Line Items]

Commitment amount

3,000,000

^[2]

Commitment Period 3 [Member]

Long-Term Purchase Commitment [Line Items]

Commitment amount

$ 6,000,000

^[3]

[1]	The period starting on November 15, 2024 and continuing for 12 months.
[2]	The period starting at the end of Commitment Period 1 and continuing for 12 months.
[3]	The period starting at the end of Commitment Period 2 and continuing for 12 months.

Property and equipment, net (Tables)

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

Property and equipment, net


		December 31, 2024				December 31, 2023
Computers	$		170,954		$		195,140
Office equipment			290			290
Less—Accumulated depreciation			(153,912	)			(115,837	)
Property and equipment, net	$		17,332		$		79,593

Organization and Nature of Operations

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Nature of Operations

Organization and nature of operations

Rezolve Group Limited (“Rezolve” or “the Company”) was incorporated in England and Wales on January 5, 2023 and changed its name on June 5, 2023 to Rezolve AI Limited. On March 28, 2025, the Company altered its legal status under English law from a private limited company and re-registered as a public limited company. In connection with the re-registration as a public limited company, the Company changed its name from Rezolve AI Limited to Rezolve AI plc.

Rezolve is a mobile commerce and engagement platform that enables retailers and brands to deliver rich and engaging mobile experiences to consumers. The mailing address of Rezolve’s registered office is 21 Sackville Street, London, W1S 3DN, United Kingdom.

Ordinary Shares Issued at Nominal Value in Lieu of Services (Details Narrative) - USD ($)	1 Months Ended		12 Months Ended
	Dec. 31, 2024	Feb. 29, 2024	Dec. 31, 2024	Dec. 31, 2023
Stock Issued During Period At Nominal Value [Line Items]
General and administrative expense			$ 131,430,412	$ 17,986,528
Common Stock [Member] \| Sales Force [Member]
Stock Issued During Period At Nominal Value [Line Items]
Stock issued during period, shares, issued for services		4,514
Common Stock [Member] \| D. Boral Capital LLC [Member]
Stock Issued During Period At Nominal Value [Line Items]
Stock issued during period, shares, issued for services	50,000
Common Stock [Member] \| Maxim Group [Member]
Stock Issued During Period At Nominal Value [Line Items]
Stock issued during period, shares, issued for services	50,000

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Fair Value Measurement at Reporting Date (Parentheticals) (Details)	Dec. 31, 2024	Dec. 31, 2023
Valuation Technique, Discounted Cash Flow [Member] \| Share Based Payment Liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability measurement input	0.108	0.108

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Components of loss (income) before income taxes

The components of the Company's loss (income) before income taxes are as follows:


	December 31, 2024			December 31, 2023
UK	$	171,670,156		$	29,427,631
US		696,137			994,933
Spain		262,064			298,927
India		(88,448	)		(92,982	)
Taiwan		61,948			44,181
Total	$	172,601,857		$	30,672,690

Reconciliation of the federal income tax rate to the company's effective tax rate

Income tax benefit attributable to our loss before income taxes differs from the amounts computed using the applicable income tax rate as a result of the following factors:


		December 31, 2024				December 31, 2023
Loss before income taxes	$		(172,601,857	)	$		(30,672,690	)
Income tax benefit at statutory tax rates (a)			43,150,464				7,208,082
Effect of:
Non-deductible or non-taxable foreign currency exchange results			(329,399	)			(88,195	)
International rate differences (b)			(23,423	)			(9,845	)
Non-deductible expenses			(29,893,933	)			(2,050,426	)
Change in valuation allowance			(12,858,776	)			(4,996,208	)
Income tax expense	$		44,933		$		63,408

Amounts reflect adjustments (either a benefit or expense) to the “expected” tax expense for statutory rates in jurisdictions in which we operate outside of the UK.

The Company and its subsidiaries are liable to income taxes in their respective jurisdiction

The Company and its subsidiaries are liable to income taxes in their respective jurisdiction. The Company has unused tax losses as follows as at December 31, 2024:


	Tax loss carryforward			Expiration date
UK (1)	$		41,980,917	(1)
US			6,238,596	Indefinite
Spain			1,106,475	Indefinite
India		—		N/A
Taiwan			2,421,606	10 years

Changes in our unrecognized tax benefits

The changes in our unrecognized tax benefits for the indicated periods are summarized below:


	2024			2023
Balance at January 1	$	33,754,069		$		24,388,433
Effect of rate changes:
Additions based on tax positions related to current year		10,719,324				6,882,336
Return to provision (based on tax return)		16,505,726			—
Tax losses lost on demerger		(47,942,752	)		—
Foreign currency translation		588,135				2,483,300
Balance at December 31	$	13,624,502		$		33,754,069

Significant portions of our deferred tax assets and liabilities

The tax effects of temporary differences that give rise to the significant portions of our deferred tax assets and liabilities are presented below:


	December 31, 2024				December 31, 2023
Deferred tax assets:
Net operating loss and other carryforwards	$		13,624,502		$		33,754,069
PP&E		—				—
Derivative liabilities			644,969			—
Short-term debt to related party		—					1,556,454
Share-based payment liability			350,000				327,757
Convertible debt			7,382,329				8,110,222
Deferred tax assets			22,001,800				43,748,501
Deferred tax liabilities:
Derivative asset			(646,895	)		—
Intangible assets			(485,477	)		—
Deferred tax liabilities			(1,132,372	)		—
Net Deferred tax asset			20,869,428			—
Valuation allowance			(20,869,428	)		—
Net Deferred tax asset, net of valuation allowance	$		—		$		—

Warrants (Details Narrative) $ / shares in Units, $ in Millions	Dec. 23, 2024 USD ($) shares	Dec. 31, 2024 shares	Dec. 23, 2024 £ / shares shares	Dec. 23, 2024 $ / shares shares	Aug. 15, 2024 $ / shares shares	Feb. 29, 2024 $ / shares	Dec. 31, 2023 £ / shares
Class of Warrant or Right [Line Items]
Common stock, par value \| £ / shares							£ 0.0001
Remaining term of offering warrants		5 years
Warrant exercise price \| $ / shares						$ 8
Registered Offering [Member]
Class of Warrant or Right [Line Items]
Warrants		5,000,000
Net procceds from offering \| $	$ 13.8
Subscription Agreement Warrants [Member]
Class of Warrant or Right [Line Items]
Warrants		569,982
Armada Warrants [Member]
Class of Warrant or Right [Line Items]
Warrants exercisable					1
Warrant exercise price \| $ / shares					$ 11.5
Number of securities called by warrants or rights					1
Rezolve Warrants [Member]
Class of Warrant or Right [Line Items]
Warrants		7,499,994
Warrant [Member] \| Registered Offering [Member]
Class of Warrant or Right [Line Items]
Warrants exercisable			5,000,000	5,000,000
Price per share \| $ / shares				$ 3
Warrant exercise price \| $ / shares				$ 3
Number of securities called by warrants or rights			5,000,000	5,000,000
Ordinary Shares [Member] \| Registered Offering [Member]
Class of Warrant or Right [Line Items]
Ordinary shares issued, shares	5,000,000
Common stock, par value \| £ / shares			£ 0.0001
Price per share \| $ / shares				$ 3

Income Taxes - Significant portions of our deferred tax assets and liabilities (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Components of Deferred Tax Assets [Abstract]
Net operating loss and other carryforwards	$ 13,624,502	$ 33,754,069
Derivative liabilities	644,969
Short-term debt to related party		1,556,454
Share-based payment liability	350,000	327,757
Convertible debt	7,382,329	8,110,222
Deferred tax assets	22,001,800	43,748,501
Deferred tax liabilities:
Derivative asset	(646,895)
Intangible assets	(485,477)
Deferred tax liabilities	(1,132,372)
Net Deferred tax asset	20,869,428
Valuation allowance	(20,869,428)
Net Deferred tax asset, net of valuation allowance	$ 0	$ 0

Income Taxes - Reconciliation of the federal income tax rate to the Company's effective tax rate (Details) (Parentheticals)	3 Months Ended	9 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Line Items]
Expected income tax recovery, Rate	19.00%	25.00%	25.00%	23.50%

Expenses and Other Non-Operating (Income) Expense, Net (Tables)

12 Months Ended

Dec. 31, 2024

Expenses And Other Non Operating Income Expense Net [Abstract]

Schedule of Other Non-operating income (expenses), net

Other non-operating income (expense), net


	December 31, 2024		December 31, 2023
Foreign exchange gain/(loss)	$	1,329,775	$	(375,298	)
R&D credits		—		497,978
Other, net		6		2,686
Total	$	1,329,781	$	125,366

Cover	12 Months Ended
Cover	Dec. 31, 2024 shares
Document Information [Line Items]
Document Type	20-F
Amendment Flag	false
Document Registration Statement	false
Document Annual Report	true
Document Period End Date	Dec. 31, 2024
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	FY
Document Transition Report	false
Document Shell Company Report	false
Entity File Number	001-42254
Entity Registrant Name	Rezolve AI plc
Entity Central Index Key	0001920294
Entity Incorporation, State or Country Code	X0
Entity Address, Address Line One	21 Sackville Street
Entity Address, City or Town	London
Entity Address, Postal Zip Code	W1S 3DN
Entity Address, Country	GB
Entity Common Stock, Shares Outstanding	208,260,754
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction [Flag]	false
Document Accounting Standard	U.S. GAAP
Entity Shell Company	false
Auditor Firm ID	606
Auditor Location	Jericho, New York
Auditor Name	Grassi & Co., CPAs, P.C.
Auditor Opinion [Text Block]	Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Rezolve AI PLC and Subsidiaries (the Company) as of December 31, 2024 and 2023, and the related consolidated statements of operations, comprehensive loss, stockholders’ deficit and cash flows for each of the years in the two year period ended December 31, 2024, and the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the two year period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
Business Contact [Member]
Document Information [Line Items]
Entity Address, Address Line One	21 Sackville Street
Entity Address, City or Town	London
Entity Address, Postal Zip Code	W1S 3DN
Entity Address, Country	GB
Contact Personnel Name	Daniel M. Wagner
Local Phone Number	204 625 9700
City Area Code	+ 44
Contact Personnel Email Address	investors@rezolve.com
Oridinary Shares [Member]
Document Information [Line Items]
Title of 12(b) Security	Ordinary Shares, £0.0001 nominal value
Trading Symbol	RZLV
Security Exchange Name	NASDAQ
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one Ordinary Share at an exercise price of $11.50 per share
Trading Symbol	RZLV.W
Security Exchange Name	NASDAQ

Commitments - Summary of Commitments to Purchase Eligible Services and Offerings (Parentheticals) (Details) - Google [Member]	12 Months Ended
	Dec. 31, 2024
Long-Term Purchase Commitment [Line Items]
Purchase commitment, description	On November 20, 2024, the Company announced that it entered into a commercial agreement with Google Cloud EMEA Ltd (“Google”). Through this collaboration, Google will resell Rezolve AI’s Brain Suite.
Commitment Period 1 [Member]
Long-Term Purchase Commitment [Line Items]
Purchase commitment, description	The period starting on November 15, 2024 and continuing for 12 months.
Purchase commitment, period	12 months
Commitment Period 2 [Member]
Long-Term Purchase Commitment [Line Items]
Purchase commitment, description	The period starting at the end of Commitment Period 1 and continuing for 12 months.
Purchase commitment, period	12 months
Commitment Period 3 [Member]
Long-Term Purchase Commitment [Line Items]
Purchase commitment, description	The period starting at the end of Commitment Period 2 and continuing for 12 months.
Purchase commitment, period	12 months

Organization and Nature of Operations (Details Narrative)	12 Months Ended
	Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Date of incorporation	Jan. 05, 2023

Pay vs Performance Disclosure - USD ($)	12 Months Ended
Pay vs Performance Disclosure - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (172,646,790)	$ (30,736,098)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Income Taxes - Changes in our unrecognized tax benefits (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Beginning Period	$ 33,754,069	$ 24,388,433
Additions based on tax positions related to current year	10,719,324	6,882,336
Return to provision (based on tax return)	16,505,726
Tax losses lost on demerger	(47,942,752)
Foreign currency translation	588,135	2,483,300
Ending Period	$ 13,624,502	$ 33,754,069

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Vendors Representing More Than 10% of Accounts Payable (Details) - Accounts Payable [Member] - Supplier Concentration Risk [Member]	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
DLA Pipe LLP [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	70.00%	10.00%
Donnelly Financial LLC [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	16.00%
Donnelly Financial LLC [Member] \| Maximum [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage		10.00%
KPMG LLP [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage		10.00%
KPMG LLP [Member] \| Maximum [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	10.00%
Taylor Wessing LLP [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage		13.00%
Taylor Wessing LLP [Member] \| Maximum [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	10.00%
Wilson Sonsini Goodrich & Rosati [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage		14.00%
Wilson Sonsini Goodrich & Rosati [Member] \| Maximum [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	10.00%

Income Taxes - The Company and its subsidiaries are liable to income taxes in their respective jurisdiction (Details)	Dec. 31, 2024 USD ($)
INDIA
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	$ 0
Ten Years [Member] \| TAIWAN
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	2,421,606
Indefinite [Member] \| UNITED STATES
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	6,238,596
Indefinite [Member] \| SPAIN
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	1,106,475
Tax Losses Previously Created Will Be Dissolved On Demerger [Member] \| UNITED KINGDOM
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	$ 41,980,917

Debt and other liabilities - Schedule of convertible promissory notes (Details)	Dec. 31, 2024 USD ($)
Debt Instrument [Line Items]
YA notes	$ 2,250,245
Convertible promissory note	1,146,966
Promissory note from sponsor	3,031,614
Total convertible promissory notes	$ 6,428,825

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Other Current and Long-term Liabilities (Details Narrative)	Dec. 31, 2024 USD ($)	Oct. 07, 2021 USD ($)
Rezolve Taiwan Limited [Member]
Other Current and Long-term Liabilities [Line Items]
Derivative liability measurement input		10.8
Jaymax [Member]
Other Current and Long-term Liabilities [Line Items]
Business combination shares issuable value based on milestone achievement	$ 1,400,000	$ 1,400,000

Share-based Compensation (Tables)

12 Months Ended

Dec. 31, 2024

2022 LTIP [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Schedule of share options valuation assumptions


	Grants in 2022 under the 2022 LTIP
Expected term—years (1)		2.5 – 5.1
Current share value	$	1.23
Expected volatility (2)		59.6% - 63.5%
Risk-free interest rate (3)		3.8% - 4.2%
Dividend yield (4)		0%

2023 LTIP [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Schedule of share options valuation assumptions


	Grants in 2023 and 2024 under the 2023 LTIP
Expected term—years (1)		1 – 5.1
Current share value	$		0.10
Expected volatility (2)		59.6% - 63.5%
Risk-free interest rate (3)		3.8% - 4.2%
Dividend yield (4)		0%

(1)

The expected term is the length of time the grant is expected to be outstanding before it is exercised or terminated. This number is calculated as the midpoint between the end of the vesting term and the contractual period to exercise.

(2)

Volatility, or the standard deviation of annualized returns, was calculated based on comparable companies’ reported volatilities.

(3)

Risk free rate was obtained from US treasury notes for the expected terms noted as of the valuation date.

(4)

The Company has assumed a dividend yield of zero as it has no plans to declare dividends in the foreseeable future.

Schedule of share option activity

The Company’s share option activity for the year ended December 31, 2024 was as follows:


	Number of share options			Weighted- Average Exercise Price			Weighted- Average Remaining Contractual life (years		Aggregate Intrinsic Value (In millions)
Outstanding as of December 31, 2023		10,612,649		£	0.0001
Issued		13,611,563		£	0.0001
Exercised	—				—
Cancelled/Forfeited		(587,296	)		—
Outstanding as of December 31, 2024		23,636,916		£		0.0001		6.1	$	3.8
Vested and exercisable		17,559,511		£	0.0001			4.7
Vested and expected to vest		23,636,916		£		0.0001		6.1	$	3.8

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Section 35
-Paragraph 1D
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480483/718-10-35-1D

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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480483/718-10-35-3

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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
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Reference 26: http://www.xbrl.org/2003/role/disclosureRef
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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Reference 28: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

+ Details

Related Party Transactions - Summary of Transactions and outstanding balances of related parties (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Related Party Transaction [Line Items]
Share Capital Issued at nominal value	$ 16,242,944
Convertible Loans taken	11,859,249
Loans Taken		$ 5,587,343
Key Management Personnel	817,933	1,183,437
Stock-based compensation	63,001,392	3,270,040
Consulting fees	921,675	1,014,926
Director remuneration	670,961	657,647
Management remuneration	65,411,960	6,126,050
Brooks Newmark [Member]
Related Party Transaction [Line Items]
Share Capital Issued at nominal value	2,977
Igor Lychagov [Member]
Related Party Transaction [Line Items]
Share Capital Issued at nominal value	150
Debt converted into shares, including interest	3,559,380
DBLP Sea Cow [Member]
Related Party Transaction [Line Items]
Convertible promissory notes repaid	1,250,000
Loans Repaid		250,000
Convertible promissory notes taken	1,250,000
Stock-based compensation	61,230,453	756,944
Consulting fees	300,000	300,000
Adam Wagner [Member]
Related Party Transaction [Line Items]
Convertible promissory notes repaid	31,250
Convertible promissory notes taken	31,250
John Wagner [Member]
Related Party Transaction [Line Items]
Convertible promissory notes repaid	19,844
Convertible promissory notes taken	19,844
Arthur Yao [Member]
Related Party Transaction [Line Items]
Convertible promissory notes repaid	93,750
Convertible promissory notes taken	93,750
Stock-based compensation	194,722	60,556
Consulting fees	300,000	300,000
Steve Perry [Member]
Related Party Transaction [Line Items]
Convertible Loans taken		132,269
Director remuneration	95,852	92,521
Dan Wagner [Member]
Related Party Transaction [Line Items]
Loans Taken	4,463,322	191,405
Key Management Personnel	306,725	296,067
Salman Ahmad [Member]
Related Party Transaction [Line Items]
Key Management Personnel	230,044	222,535
Stock-based compensation	228,056	222,535
Richard Burchill [Member]
Related Party Transaction [Line Items]
Key Management Personnel	281,164	271,395
Stock-based compensation	1,153,439	1,326,703
Sauvik Banerjee [Member]
Related Party Transaction [Line Items]
Key Management Personnel		393,440
Stock-based compensation		842,746
Peter Vesco [Member]
Related Party Transaction [Line Items]
Stock-based compensation	194,722	60,556
Consulting fees	321,675	414,926
Sir David Wright [Member]
Related Party Transaction [Line Items]
Director remuneration	95,852	92,521
Anthony Sharp [Member]
Related Party Transaction [Line Items]
Director remuneration	383,406	380,084
Derek Smith [Member]
Related Party Transaction [Line Items]
Director remuneration	95,852	92,521
Rezolve China [Member]
Related Party Transaction [Line Items]
Business development expenses	4,750,430	777,161
Selling and Marketing [Member]
Related Party Transaction [Line Items]
Key Management Personnel		393,440
Stock-based compensation	389,444	963,858
Consulting fees	621,675	714,926
Management remuneration	1,011,119	2,072,224
General and Administrative [Member]
Related Party Transaction [Line Items]
Key Management Personnel	817,933	789,997
Stock-based compensation	62,611,948	2,306,182
Consulting fees	300,000	300,000
Director remuneration	670,961	657,647
Management remuneration	$ 64,400,841	$ 4,053,826

Commitments (Tables)

12 Months Ended

Dec. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Summary of Commitments to Purchase Eligible Services and Offerings

The Company’s commitments to purchase eligible services and offerings from Google is summarized in the table below:


	Commitment amount
Commitment period 1 (a)	$	1,000,000
Commitment period 2 (b)		3,000,000
Commitment period 3 (c)		6,000,000
Total Commitment	$	10,000,000

(a) The period starting on November 15, 2024 and continuing for 12 months.

(b) The period starting at the end of Commitment Period 1 and continuing for 12 months.

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Net Liabilities Acquired (Details)	Dec. 31, 2024 USD ($)
Accounting Policies [Abstract]
Cash and cash equivalents	$ 3,361
Prepaid expenses	169,425
Accounts payable and accrued expenses	(4,873,019)
Debt (promissory notes)	(3,144,883)
Other current liabilities	(1,499,936)
Net liabilities acquired	(9,345,052)
Accumulated Deficit	$ (9,345,052)

Accrued Expenses and Other Payables (Tables)

12 Months Ended

Dec. 31, 2024

Payables and Accruals [Abstract]

Schedule of Accrued Expenses and Other Payables


	December 31, 2024		December 31, 2023
Employee related payables	$	2,225,906	$	2,632,334
Accrued expenses		5,694,788		1,323,842
VAT, duty and excise tax liability		1,557,733		188,766
Other		35,505		347,848
Total	$	9,513,932	$	4,492,790

Commitments (Details Narrative) - 12 months ended Dec. 31, 2024 £ in Thousands, $ in Thousands	GBP (£)	USD ($)
Microsoft Corporation [Member]
Long-Term Purchase Commitment [Line Items]
Committed to spend under agreement	£ 117,980	$ 147,660
Purchase commitment, period	5 years
Google [Member]
Long-Term Purchase Commitment [Line Items]
Purchase commitment, description	On November 20, 2024, the Company announced that it entered into a commercial agreement with Google Cloud EMEA Ltd (“Google”). Through this collaboration, Google will resell Rezolve AI’s Brain Suite.

Income Taxes - Components of loss (income) before income taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Before Income Tax Domestic And Foreign [Line Items]
Income Loss Before Continuing Operations Before Income Taxes	$ 172,601,857	$ 30,672,690
UNITED KINGDOM
Income Before Income Tax Domestic And Foreign [Line Items]
Income (Loss) from Continuing Operations before Income Taxes, Domestic	171,670,156	29,427,631
UNITED STATES
Income Before Income Tax Domestic And Foreign [Line Items]
Income (Loss) from Continuing Operations before Income Taxes, Domestic	696,137	994,933
SPAIN
Income Before Income Tax Domestic And Foreign [Line Items]
Income (Loss) from Continuing Operations before Income Taxes, Foreign	262,064	298,927
INDIA
Income Before Income Tax Domestic And Foreign [Line Items]
Income (Loss) from Continuing Operations before Income Taxes, Foreign	(88,448)	(92,982)
TAIWAN
Income Before Income Tax Domestic And Foreign [Line Items]
Income (Loss) from Continuing Operations before Income Taxes, Foreign	$ 61,948	$ 44,181

CONSOLIDATED BALANCE SHEETS (Parenthetical) - £ / shares	Dec. 31, 2024	Dec. 31, 2023
Common Stock, Par or Stated Value Per Share		£ 0.0001
Common Class A [Member]
Common Stock, Par or Stated Value Per Share		£ 0.0001
Common Stock, Shares Authorized		4,575,983
Common Stock, Shares, Issued		4,575,983
Common Stock, Shares, Outstanding		4,575,983
Common Class A [Member] \| Common Stock [Member]
Common Stock, Par or Stated Value Per Share	£ 0.0001	£ 0.0001
Common Stock, Shares Authorized		4,575,983
Common Stock, Shares, Issued		4,575,983
Common Stock, Shares, Outstanding		4,575,983
Oridinary Shares [Member]
Common Stock, Par or Stated Value Per Share	£ 0.0001	£ 0.0001
Common Stock, Shares Authorized	256,365,817	161,710,480
Common Stock, Shares, Issued	208,260,754	152,262,295
Common Stock, Shares, Outstanding	208,260,754	152,262,295
Oridinary Shares [Member] \| Common Stock [Member]
Common Stock, Par or Stated Value Per Share	£ 0.0001	£ 0.0001
Common Stock, Shares Authorized	256,365,817	161,710,480
Common Stock, Shares, Issued	208,260,754	152,262,295
Common Stock, Shares, Outstanding	208,260,754	152,262,295

Debt and other liabilities - Schedule of (Gain)/loss on extinguishment (Details) - USD ($)		12 Months Ended
	Dec. 05, 2024	Dec. 31, 2024	Dec. 31, 2023
(Gain)/loss on extinguishment
Total		$ 44,332,819	$ 0
Convertible Notes [Member]
(Gain)/loss on extinguishment
Total		39,658,290
Senior Secured Convertible Notes [Member]
(Gain)/loss on extinguishment
Total	$ (1,306,077)	(1,306,077)
Convertible Promissory Notes [Member]
(Gain)/loss on extinguishment
Total		4,175,791
Advisors Loans [Member]
(Gain)/loss on extinguishment
Total		$ 1,804,814

Basis of Presentation and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of presentation and summary of significant accounting policies

2.1

Basis of presentation

The Consolidated Financial Statements of Rezolve AI plc and subsidiaries (together “the Company” or “we”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). The consolidated financial statements have been prepared using the United Stated Dollar (“$” or “US dollar”) as the reporting currency.

The accompanying Consolidated Financial Statements include the financial statements of Rezolve AI plc, Rezolve Limited, its consolidated subsidiaries and any variable interest entity (“VIE”) in which we are the primary beneficiary, with the exception of the subsidiaries Rezolve Information Technology (Shanghai) Co., Ltd. (“Rezolve China”) and Rezolve China’s subsidiary Nine Stone (Shanghai) Ltd (“Nine Stone”)(collectively “the Chinese Business”) which were abandoned on January 3, 2023 (see below).

On January 3, 2023, the Company’s directors approved a plan to abandon its operations in China completely. Subsequently, on January 5, 2023, the Company’s directors approved an application to the United Kingdom (the “UK”) tax authorities requesting tax clearance for a solvent demerger (the “Pre-Closing Demerger” or “Demerger”) of the Company under section 110 of the UK Insolvency Act, 1986 which clearance was subsequently granted. Our board of directors decision to abandon operations in China completely and approve the Pre-Closing Demerger was based, in part, on our inability to complete an audit as a result of not having access to certain information from our local third-party company.

The Pre-Closing Demerger was completed on July 4, 2024. A new holding company Rezolve AI plc was established. Rezolve Limited’s business and assets (being all of its business and assets except for certain shares in Rezolve Information Technology (Shanghai) Co Ltd and its wholly owned subsidiary Nine Stone (Shanghai) Ltd and Rezolve Information Technology (Shanghai) Co Ltd Beijing Branch) were transferred to the Company in exchange for the issue by the Company of shares of the same classes as in Rezolve Limited for distribution among the original shareholders of Rezolve Limited in proportion to their holdings of shares of each class in Rezolve Limited as at immediately prior to the Pre-Closing Demerger. Therefore upon the completion of the Pre-Closing Demerger, Rezolve AI plc ended up with the same business as Rezolve Limited but without the Chinese business.

On August 15, 2024, Armada Acquisition Corp. I, a Delaware corporation (“Armada”), Rezolve AI plc and Rezolve Merger Sub, Inc., a Delaware corporation (“Rezolve Merger Sub”), consummated a business combination (the “Business Combination”) pursuant to which the Company effected a company reorganization whereby the Company’s series A shares were reclassified as ordinary shares and Armada merged with and into Rezolve Merger Sub, with Armada surviving as a wholly owned subsidiary of Rezolve, with shareholders of Armada receiving ordinary shares of the Company in exchange for their existing Armada common stock and Armada warrant holders having their warrants automatically exchanged for warrants of the Company (see note 8). Upon the closing of the Business Combination, the Company became the direct parent of Armada. The Business Combination was accounted for as a reverse merger under ASC 805, whereby Rezolve AI plc was deemed to be the accounting acquirer for financial reporting purposes and Armada was treated as the accounting acquiree. This determination was primarily based on the expectation that, immediately following the reverse merger: former Rezolve AI plc’s stockholders own a substantial majority of the voting rights in the combined company; former Rezolve AI plc’s largest stockholders retain the largest interest in the combined company and former Rezolve AI plc’s executive management team became the management team of the combined company.

For accounting purposes the Business Combination, accounted for as a reverse merger, was treated as the equivalent of Rezolve AI plc issuing 5,827,796 ordinary shares to acquire the net liabilities of Armada. The excess amount paid by an investor over the par

value of ordinary shares issued usually is allocated to additional paid-in capital, however as the Business Combination resulted in the issuance of ordinary shares to acquire the net liabilities of Armada, it rendered a negative amount of additional paid-in capital. In accordance with ASC 505-30-30-8, the Company made an accounting policy election that additional paid-in capital cannot be a negative amount and therefore the negative amount was allocated to accumulated deficit.

The net liabilities of Armada are recorded at their acquisition-date fair value in the Consolidated Financial Statements as follows:


Cash and cash equivalents	$	3,361
Prepaid expenses		169,425
Accounts payable and accrued expenses		(4,873,019	)
Debt (promissory notes)		(3,144,883	)
Other current liabilities		(1,499,936	)
Net liabilities acquired	$	(9,345,052	)
Accumulated Deficit	$	(9,345,052	)

These Consolidated Financial Statements of Rezolve AI plc and subsidiaries have been prepared on the following basis:

•

The Pre-Closing Demerger was completed retrospectively on December 31, 2021, and thus reflects the predecessor company, Rezolve Limited, prior to completion of the Pre-Closing Demerger. These Consolidated Financial Statements are therefore prepared on a carve-out basis. All costs of doing business in Rezolve Limited have been reflected in Rezolve AI plc on a 100% allocation basis since management feels that this fully reflects the Consolidated Financial Statements had the Demerger completed on December 31, 2022. Investments made in the China Business by Rezolve Limited in the People’s Republic of China (“China”) for the years ending December 31, 2024 and December 31, 2023 have been recorded as “Business development expenses”, a component of General and Administrative expenses within the Company’s Consolidated Statement of Operations in accordance with Staff Accounting Bulletin Topic 1-B1, Costs Reflected in Historical Financial Statements (“SAB 1-B1”). Management asserts that this method used is reasonable.

•

As a result of the ownership structure of Rezolve Limited and Rezolve AI plc, the Pre-Closing Demerger was accounted for as a common control transaction in accordance with the common control guidance in ASC 805. The net liabilities of Rezolve Limited were transferred to Rezolve AI plc at their carrying values immediately prior to the Pre-Closing Demerger transaction, with an offsetting impact to Additional Paid in Capital which was then recapitalized to Accumulated Deficit. The Consolidated Financial Statements as of and for the year ended December 31, 2023 and the period January 1, 2024 to July 4, 2024 for Rezolve Limited have been aggregated with the Consolidated Financial Statements of the Company for the period July 5, 2024 to December 31, 2024.

•

The number of shares issued in Rezolve AI plc to the shareholders of Rezolve Limited pursuant to the Pre-Closing Demerger was in the order of 1 share in Rezolve AI plc for each 6.13 shares held in Rezolve Limited. This adjustment in share numbers enabled the issuance of the appropriate number of shares in Rezolve AI plc so that each Company Shareholder will after the Pre-Closing Demerger hold their applicable pro rata portion of the aggregate stock consideration in accordance with the terms of the Pre-Closing Demerger transaction. All share and per share amounts in these Consolidated Financial Statements and notes thereto have been retroactively adjusted for all periods presented to give effect to the Pre-Closing Demerger transaction. Additionally, holders of Series A shares of Rezolve AI plc received one Ordinary share in the Company for each Series A share held in Rezolve AI plc.

2.2.

Basis of consolidation

We consolidate investments in companies in which we control directly or indirectly through the control of more than 50% of the voting rights. We also consolidate entities in which we hold a variable interest where we are the primary beneficiary of the entity. A variable interest entity “VIE” is defined as a legal entity where either (a) the total equity at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support; (b) equity interest holders as a group lack either (i) the power to direct the activities of the entity that most significantly impact on its economic performance, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the voting rights of some investors in the entity are not proportional to their economic interests and the activities of the entity involve or are conducted on behalf of an investor with a disproportionately small voting interest. We are the primary beneficiary of a VIE when we have both (1) the power to direct the activities of the entity with the most significant impact on the entity’s economic performance, and (2) the right to receive benefits or the obligation to absorb losses from the entity which could potentially be significant to the entity.

All intercompany balances and transactions have been eliminated.

A list of subsidiaries and Rezolve AI plc’s holding as of December 31, 2024 and 2023 is as follows:


Name of the entity	Date of incorporation	Country of incorporation	Group shareholding (%)
Rezolve Taiwan Limited	November 9, 2000	Taiwan	100%
Rezolve Technology (India) Private Limited	March 19, 2021	India	100%
Rezolve Mobile Commerce Inc.	April 20, 2016	United States of America	100%
Rezolve Technology S.L.	August 25, 2020	Spain	100%
Rezolve AI IP Holdings Limited	December 19, 2024	United Kingdom	100%
Armada Acquisition Corp. I	August 15, 2024	United States of America	100%

The Consolidated Financial Statements have been prepared using the United Stated Dollar ($) as its reporting currency.

2.3

Emerging Growth Company

Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable, provided that early adoption is permitted by the new or revised accounting standard. The Company has elected to not opt out of such extended transition period, which means that the Company, as an emerging growth company, can adopt new or revised standard at the same time as private companies. While the Company may early adopt the new or revised standard if the standard permits, it is able to avail itself of any additional transition time which is granted to private companies. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

2.4

Liquidity

Pursuant to ASC 205-40, Presentation of Financial Statements—Going Concern (“ASC 205-40”), management must evaluate whether there are conditions and events, considered in aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date that these Consolidated Financial Statements are issued. In accordance with ASC 205-40, management’s analysis can only include the potential mitigating impact of management’s plans that have not been fully implemented as of the issuance date if (a) it is probable that management’s plans will be effectively implemented on a timely basis, and (b) it is probable that the plans, when implemented, will alleviate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern.

As of December 31, 2024, the Company had an accumulated deficit of $232.1 million. For the year ended December 31, 2024, the Company incurred a net loss of $172.6 million and net cash used in operating activities was $21.6 million. Cash and cash equivalents totaled $9.5 million as of December 31, 2024, an increase of $9.4 million from December 31, 2023. The Company has a working capital deficit of $44.8 million as at December 31, 2024. The Company continues to incur losses while it develops technological services, targets customers and incurs costs for an initial public offering or business combination. Our sources of cash for these activities rely on debt and equity funding.

As a result of our losses and our projected cash needs combined with our current liquidity level, the Company’s ability to continue as a going concern is contingent upon successful execution of management’s intended plan over the next twelve months to improve the Company’s liquidity and profitability, which includes, without limitation:

•

Seeking additional capital through the issuance of debt or equity securities.

•

Generating revenue by execution of successful trials and long-term partner arrangements.

•

The ability to generate revenue from our technology.

Assumptions underlying the Company’s business plan are highly sensitive to the signing of revenue generating contracts, the successful outcome of trials for our services and the ability to control expenses.

Furthermore, the review of the strategic plan and budget, including expected developments in liquidity and capital from definitive agreements entered into, were considered. As of the date of issuance of these consolidated financial statements, the Company has a further $234.4 million remaining on the Standby Equity Purchase Agreement ("SEPA") capital commitment facility with YA II PN, LTD ("YA"), a Cayman Island exempt limited company. The SEPA is a share subscription facility which was signed and executed on February 23, 2023 and amended and restated on February 2, 2024 to provide for, inter alia, Rezolve AI Limited joining as a party to the agreement and the subscription by YA of a promissory convertible note (“YA Agreement”, note 7.6). The Company may continue to seek capital through the issuance of equity securities using the remaining undrawn capital commitment facility. Consequently, it has been concluded that adequate resources and liquidity to meet the cash flow requirements for the next twelve months are present, and it is reasonable to apply the going concern basis as the underlying assumption for the consolidated financial statements. The Company’s plan includes the items noted above as well as securing external financing which may include raising debt or equity capital. These plans are not entirely within the Company’s control including our ability to raise sufficient capital on favorable terms.

2.5

Use of estimates

The preparation of consolidated financial statements in conformity with US GAAP requires the management to make estimates and assumptions that affect the reported amounts of assets and liabilities and to disclose contingent assets and liabilities at the date of financial statements and the results of operations during the reporting period. Estimates and assumptions are used in accounting for, among other things, the valuation of acquisition-related assets and liabilities, deferred income taxes and related valuation allowances, fair value measurements, useful lives of long-lived assets, capitalized software and share-based compensation. Management believes that the estimates used in the preparation of the consolidated financial statements are prudent and reasonable. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from estimates

2.6.

Foreign currency translation and transactions

The functional currency of the Company is the US dollar, being the currency in which the Company and its predecessor company, Rezolve Limited, predominantly generates cash through financing transactions and expended cash in. The subsidiaries have different functional currencies such as the Euro, Indian Rupee and New Taiwan Dollar which have been determined on the basis of the primary economic environment in which each entity of the Company operates. Management believes that each individual entity’s functional currency reflects the transactions, events and conditions under which the entity conducts its business.

Transactions denominated in currencies other than our or our subsidiaries’ functional currencies are recorded based on exchange rates at the time such transactions arise. Assets and liabilities denominated in currencies other than the functional currency are remeasured using the current exchange rate for monetary accounts and historical exchange rates for non-monetary accounts, with exchange differences on remeasurement included in other income (expense), net in our consolidated statements of operations. Foreign subsidiaries that utilize foreign currency as their functional currency translate such currency into U.S. dollars using (i) the exchange rate on the balance sheet dates for assets and liabilities, (ii) the average exchange rates prevailing during the period for revenues and expenses, and (iii) historical exchange rates for equity. Any translation adjustments resulting from this process are shown separately as a component of accumulated other comprehensive income (loss) within shareholder’s deficit in the consolidated balance sheets and statement of comprehensive income (loss).

With the exception of certain material transactions, the cash flows from our operations in foreign countries are translated at the average rate for the applicable period in our consolidated statements of cash flows. The impacts of material transactions generally are recorded at the applicable spot rates in our consolidated statements of operations and cash flows. The effects of exchange rates on cash balances held in foreign currencies are separately reported in our consolidated statements of cash flows.

2.7.

Cash

Cash comprises cash on hand and in current accounts which are readily available. Our cash is held in creditworthy financial institutions and is insured up to £85,000 in accordance with the regulations of the United Kingdom’s Financial Conduct Authority. The Company has not experienced any losses associated with cash held with financial institutions.

2.8.

Accounts receivable, net

Account receivable consists primarily of amounts related to fees charged to customers. Credit is extended based on evaluation of a customer’s financial condition and generally collateral is not required. Accounts receivable is stated at amounts due from customers net of an allowance for expected credit losses. The allowance for doubtful accounts is based upon our current estimate of lifetime expected credit losses related to uncollectible accounts receivable. The Company evaluates the need for an allowance for doubtful accounts based on historical collection trends, prevailing and anticipated macroeconomic conditions and specific customer credit risk. Accounts receivable in the accompanying consolidated financial statements does not have any allowances created for doubtful accounts.

2.9.

Property and equipment

Property and equipment are stated at cost of acquisition less accumulated depreciation and accumulated impairment provisions, however, there have been no indicators identified during the reporting periods.

An item of property and equipment is derecognized upon disposal or when no future economic benefits are expected from its use. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the net carrying amount of the asset) is included in the consolidated statement of comprehensive operations, in the year the asset is derecognized.

Depreciation on property and equipment is charged to expense on a systematic basis over the useful life of assets as estimated by the management. Depreciation is computed using the straight-line method. The useful lives estimated by the management are as follows:


Assets		Useful life
Computers		3 years
Office equipment		3 years

Repairs and maintenance of property and equipment are expensed as incurred; enhancements and improvements that extend the life of property and equipment are capitalized into their cost.

2.10.

Intangible assets

Intangible assets consist of computer software and internal-use software.

Computer software

Computer software acquired separately is measured on initial recognition at cost. Following initial recognition, such assets are carried at cost less any accumulated amortization and any accumulated impairment losses, however, there have been no indicators of impairment identified during the years ended 2024 and 2023.

Computer software assets are amortized over their useful economic life less their estimated residual value and assessed for impairment whenever there is an indication that the intangible asset may be impaired. Gains or losses arising from de-recognition of an intangible asset are measured as the difference between the net disposal proceeds and the net carrying amount of the asset and are recognized in profit or loss in the consolidated statement of operations when the asset is derecognized.

The initial useful lives of computer software assets as estimated by management are summarized as follows:


Assets		Useful life
Software		5 years

Internal-use software

We capitalize internal and external costs directly associated with the development of internal-use software. Maintenance and training costs, as well as costs incurred during the preliminary stage of an internal-use software development project, are expensed as incurred. The Company has not commenced amortizing the in-development software as it not yet ready for its intended use. The Company reviews internal-use software for impairment when an event or changes in business circumstances indicate that the carrying

amount of the asset may not be fully recoverable. There were no indicators of impairment for internal-use software as of December 31, 2024 and December 31, 2023 and the years then ended.

2.11.

Impairment of assets

The Company reviews assets, including the property and equipment and definite-life intangible assets, for impairment when an event or changes in business circumstances indicate that the carrying amount of the asset may not be fully recoverable. An impairment loss is recognized when estimated undiscounted future cash flows expected to result from use of the asset and its eventual disposition are less than the carrying amount. Impairment loss, if any, is measured as the difference between the fair value of an asset, as measured by discounted cash flows and the asset’s carrying value.

There were no indicators of impairment for any of the long-lived assets as of December 31, 2024 and December 31, 2023 and the years then ended.

2.12.

Convertible Debt

Convertible notes are regarded as hybrid instruments, consisting of a liability component and an equity component.

The host instrument (i.e., convertible note or debt element of the outstanding instruments) is classified as a financial liability and recorded at the present value of the Company’s obligation to make future interest payments in cash and settle the redemption value of the instrument in cash. The carrying value of the host instrument is accounted for at amortized cost and is therefore accreted to the original face value of the instrument, over the life, using the effective interest method.

When the Company issues debt with a conversion feature, we assess, in accordance with ASC 480-10 -Distinguishing Liabilities from Equity and ASC 815 - Derivatives and Hedging, whether the conversion feature meets the requirements to be treated as a derivative, as follows: (a) one or more underlying’s, typically the price of our common stock; (b) one or more notional amounts or payment provisions or both, generally the number of shares upon conversion; (c) no initial net investment, which typically excludes the amount borrowed; and (d) net settlement provisions, which in the case of convertible debt generally means the stock received upon conversion can be readily sold for cash.

The conversion features of convertible debt instruments issued by the Company, that meet the requirements to be bifurcated and treated as derivatives, are recorded as either financial assets or financial liabilities, in accordance with the substance of the contractual arrangements and the definitions of either a financial asset or a financial liability. These financial assets or a financial liabilities are initially recognized at fair value and classified as derivative assets or liabilities in the consolidated balance sheet. Changes in the fair value of the derivative assets or liabilities are subsequently accounted for directly through the consolidated statements of operations and comprehensive income (loss) and are included in operating activities in the consolidated statements of cash flows as non-cash adjustment.

The conversion options are valued using certain directly and indirectly observable inputs and are classified as Level 2 in the fair value hierarchy in accordance with ASC 820 - Fair Value Measurement. The Company utilizes a third party valuation expert to determine the estimated fair value of the derivatives. The third party valuation expert estimates the fair value of the derivative using a Geometric Brownian Motion based Monte Carlo simulation to project the underlying metric value to ultimately determine the fair value upon the date of issuance. This model incorporates the most recent data available including risk-free interest rate, expected life of options, expected dividend yield, expected stock price volatility, and the Company's share price. The derivative is revalued at the end of each reporting period and any change in fair value is recorded as a gain or loss in the statement of operations.

The Company also considers the impact, if any, of the dilutive effect of the shares of its common stock issuable upon conversion of the outstanding convertible debt in its diluted income per share, see note 2.20.

2.13.

Deferred financing costs

Deferred financing costs include debt discounts and debt issuance costs related to a recognized debt liability and are presented in the balance sheet as a direct reduction from the carrying value of the debt liability. Amortization of deferred financing costs are included as a component of interest expense. Deferred financing costs are amortized using the effective interest method.

2.14.

Revenue recognition

Under ASC 606, the Company determines revenue recognition through the following steps:

•

Identifying the contract, or contracts, with the customer;

•

Identifying the performance obligations in the contract;

•

Determining the transaction price;

•

Allocating the transaction price to performance obligations in the contract; and

•

Recognizing revenue when, or as, the Company satisfies performance obligations by transferring the promised goods or services.

Ticketing Commissions (Spain)

The Company’s single source of revenue is for the commission from sales of football tickets for La Liga in Spain through our platform technology. La Liga pays a commission for each football ticket sold through our platform technology.

Revenue is recognized in accordance with ASC 606 “Revenue from Contracts with Customers” at the point in time when a football ticket is sold on our platform technology.

2.15.

Cost of revenue

Cost of revenues consists of expenses incurred directly in relation to the earning of revenues such as partner’s fees and the impairment of current assets (see note 2.11).

2.16.

Operating segments

Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Group’s Chief Executive Officer is the Company’s CODM. The CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. The Company has determined that it operates as one operating segment.

As the Company operates as one operating segment, financial data provided in the consolidated financial statements, including total revenues of $187,788 (2023:$145,051), total operating expenses of $138,230,574 (2023:$26,151,325), consolidated net loss of $172,646,790 (2023: $30,736,098), and total assets of $19,788,157 (2023: $2,536,484), represent the performance of our single reportable segment. The consolidated statements of operations reflect the same level of significant expense categories regularly provided to the CODM for decision-making purposes. Sales and marketing expenses reported in the consolidated statements of operations includes advertising expenses, payroll expenses, and consultancy charges (see note 12). General and administrative expenses reported in the consolidated statements of operations includes IT expenses, legal and professional expenses, payroll expenses and consultancy charges (see note 12).

The CODM does not review segment assets at a different level or category than those disclosed in the consolidated balance sheet.

2.17.

Research and development credits

Credits for research and development activities relate to government incentives on qualifying research and development expenditures in the United Kingdom. These refundable credits are recognized within other non-operating income when they are filed with the government authorities and there is no uncertainty on the realization of the credits until they are refundable.

2.18.

Share-based compensation

The Company measures the cost of share-based awards granted to employees, non-employees and directors based on the grant-date fair value of the awards. The grant-date fair value of the share options is calculated using a Black-Scholes Merton option pricing model. The value of the portion of the award, after considering potential forfeitures, that is ultimately expected to vest is recognized as expense in our statements of operations on a over the requisite service periods. The Company elected to recognize the effect of forfeitures in the period that they occur.

2.19.

Shareholders’ deficit and reserves

Authorized and Outstanding Shares

As of December 31, 2024, the Company has one class of issued shares, ordinary shares. As of December 31, 2023, the Company had two classes of issued shares, ordinary shares and Series A preferred shares. On August 15, 2024, the Company’s series A shares were reclassified as Ordinary Shares, see note 2.1.

Each series A preferred and ordinary shareholder are entitled to one vote per share. Holders of ordinary shares are entitled to receive dividends out of any asset legally available for payment of dividends only when such dividends are declared by the Board of Directors and approved by the majority of the shareholders. As of December 31, 2024 and 2023, the Company’s Board of Directors had not declared any dividends for ordinary shares.

The authorized and outstanding shares as of December 31, 2024 and December 31, 2023 as are follows, reflecting the impact of the Pre-Closing Demerger transaction whereby one share in Rezolve AI plc was issued to shareholders of Rezolve Limited for each 6.13 shares held (see note 2.1):

•

Ordinary shares: £0.0001 nominal value 208,260,754 shares issued and outstanding as of December 31, 2024; 152,262,295 shares issued and outstanding as of December 31, 2023; 256,365,817 and 161,710,480 shares authorized as of December 31, 2024 and 2023.

•

Series A shares: £0.0001 nominal value 4,575,983 shares issued, authorized and outstanding as of December 31, 2023.

As of December 31, 2023, 9,513,181 restricted employee shares were outstanding due to an unofficial and unapproved equity incentive plan. These shares par value of £0.0001 per share were unpaid by the employees. The employee shares had significant restrictions including management’s and or the board’s rights to cancel the shares any time, restrictions on right to transfer, to vote and cumulative dividends. There were no vesting conditions including service conditions in relation to the shares issued. Considering the restrictions imposed on these shares, these shares were considered to be ungranted to the employees. The amount receivable for these employee shares and such employee shares issued were adjusted from the share subscription receivable and number of ordinary shares, respectively in the Company’s consolidated statement of changes in shareholder’s deficit as of and for the year ended December 31, 2023. The articles of incorporation of the Company were amended to remove these restrictions prior to the completion of the Pre-Closing Demerger transaction. The removal of these restrictions triggered a “grant date” as defined in ASC 718. As there were no vesting conditions, the shares were fully vested at grant date. The Company recognized a share-based payment expense of $18,836,099 during the year ended December 31, 2024 using a fair value of ordinary shares of $1.98. The fair value of the ordinary shares was estimated using a recent funding of the Company, historical discounts to share prices following an initial public offering through a Special Purpose Acquisition Corp ("SPAC"), while also considering the risk that the Company may not successfully close its Business Combination with Armada or complete the Demerger. The valuation used an estimated discount for lack of marketability using an average from the results of a Black-Scholes Protective Put Option Analysis, Asian Put Option Analysis and the Finnerty Put Option Analysis.

Accumulated deficit includes current and prior period losses. Accumulated other comprehensive losses primarily consists of foreign currency translation reserves. Additional paid in capital primarily consists of additional subscription consideration received over and above the par value of the shares as well as the fair value of share-based payments.

2.20.

Fair value measurement and concentration of credit risk

ASC 820, Fair Value Measurements and Disclosures, defines fair value as the price at which an asset could be exchanged or a liability transferred in an orderly transaction between knowledgeable, willing parties in the principal or most advantageous market for the asset or liability. Where available, fair value is based on observable market prices or derived from such prices. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity.

The Company reports all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

•

Level 1—Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

•

Level 2—Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities.

•

Level 3—Inputs are unobservable inputs for the asset or liability.

The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest-level input that is significant to the fair value measurement in its entirety.

Fair value measurement at reporting date:


Description		Level 1		Level 2		Level 3
December 31, 2024
Fair value on recurring basis
(1) Share-based payment liability	$	—	$	—		$		1,400,000
(2) Derivative liability	$	—	$		2,579,875	$	—
(2) Derivative asset	$	—	$		2,587,581	$	—
December 31, 2023
Fair value on recurring basis
(1) Share-based payment liability	$	—	$	—		$		1,311,028

(3)

The fair value of the share-based payment liability was valued using a discounted cash flow method using a risk adjusted discount rate of 10.8%. See note 7.5.

(4)

The derivative asset and the derivative liability were valued by a third party valuation expert using a Geometric Brownian Motion based Monte Carlo simulation to project the underlying metric value to ultimately determine the fair value upon the date of issuance. This model incorporates the most recent data available including risk-free interest rate, expected life of options, expected dividend yield, expected stock price volatility, and the Company's share price. The derivative is revalued at the end of each reporting period and any change in fair value is recorded as a gain or loss in the statement of operations. See note 2.12.

The derivative asset pertains to an option held by the Company to convert a promissory note payable to Northland Securities (see note 7.7). In the event that the Company and its direct and indirect parent companies after completion of the Business Combination have less than $20,000,000 in cash, cash equivalents and marketable securities as of December 31, 2024, the Company may, at its option, on or before March 31, 2025, convert all but $1,135,000 into shares of the Company’s common stock at a price of $10.00 per share.

The derivative liabilities were triggered by conversion features embedded in promissory notes held by investors Cohen & Company Financial Management LLC (note 7.6), J.V.B. Financial Group and Northlands Securities (see note 7.7). On August 15, 2024, the Company recognized derivative liabilities and an offsetting debt discount associated with the embedded conversion features in its senior secured convertible notes (see note 7.3), convertible promissory notes (see note 7.6) and advisors loans (see note 7.7). The Company previously did not bifurcate the embedded conversion features as derivatives due to the lack of an underlying share price prior to the Company's acquisition of Armada and listing of its Ordinary Shares on the NASDAQ. The Company no longer recognizes a derivative liability associated with the following debt liabilities due to the investors having exercised their conversion features by December 31, 2024:

•

Senior secured convertible notes (note 7.3);

•

YA notes (note 7.6);

•

Promissory notes (note 7.6)

The carrying amount of the Company’s cash, accounts receivable, accounts payable and accrued expenses approximated their fair values due to their short term to maturity.

Credit risk

Accounts receivable and loan notes receivable are potentially subject to credit risk concentration. The Company has not experienced any material losses related to concentrations during the years presented. The Company, however, has a concentration risk related to its contract with its only customer such that at December 31, 2024, 100% of the Company’s accounts receivable is through its sole revenue generating agreement. If the sole agreement was terminated then such losses due to concentration risk may be material in the future and management makes no assurance that these losses may be avoided.

Accounts payable include balances for work incurred by third parties for the benefit of the company. At December 31, 2024 and 2023, the following vendors represented more than 10% of total accounts payable.


	December 31, 2024		December 31, 2023
DLA Piper LLP	70	%	10	%
Donnelley Financial LLC	16	%	Less than 10%
KPMG LLP	Less than 10%		10	%
Taylor Wessing LLP	Less than 10%		13	%
Wilson Sonsini Goodrich & Rosati	Less than 10%		14	%

Foreign currency risk

All of the Company’s revenue is denominated in the Euro (“EUR”) since the sales of the Company are in Spain. Based upon the Company’s level of operations for the year ended December 31, 2024 and 2023, a sensitivity analysis shows that a 10% appreciation or depreciation in the EUR against the dollar would have increased or decreased, respectively, the Company’s revenue for the years ended December 31, 2024 and 2023 by approximately $18,779 and $14,505 respectively.

Revenue risk

We currently generate a significant portion of our revenue from a single agreement with La Liga from which we expect to generate most of our revenues in the near future. 100% of our revenue was derived from commission from the sale of La Liga football tickets for the year ended December 31, 2024 and 2023, respectively, and we anticipate that a significant portion of our revenue will continue to be derived from this agreement in the near future. The sudden loss of the agreement with La Liga or their decision not to renew the agreement could harm our business, results, operations and condition.

2.21.

Income taxes

The Company accounts for income taxes and the related accounts in accordance with ASC 740, Income Taxes. Deferred income tax assets and liabilities are computed annually, for differences between the carrying amounts and the tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when it is necessary to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes includes both current taxes for the period plus or minus the change during the period in deferred tax assets and liabilities.

Tax benefits from uncertain tax position are recognized for financial statement purposes only when it is more-likely-than-not that the position will be sustained with the local taxing authority. Measurement of the tax effects of positions that meet this recognition threshold is based on the largest amount of tax benefit that is greater than 50 percent likely of being realized upon settlement with the taxing authorities.

As a result of operating losses in most of the geographies where the Company operates, we concluded that our deferred tax assets on unutilized tax losses were not more likely than not to be realized in the future and a full valuation allowance has been recorded.

2.22.

Loss and earnings per share

In accordance with ASC 260 Earnings Per Share, basic earnings per share, basic net loss per share is based on the weighted average number of ordinary shares issued and outstanding and is calculated by dividing net loss attributable to ordinary shareholders by the weighted average shares outstanding during the period.

Diluted loss per share is calculated by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary shares used in the net loss per share calculation plus the number of ordinary shares that would be issued assuming conversion of all potentially dilutive securities outstanding. If the Company reports a net loss, the computation of diluted loss per share excludes the effect of dilutive ordinary share equivalents, as their effect would be antidilutive. Diluted loss per share is equal to the net loss per share as all potentially dilutive securities are anti-dilutive in the periods presented. For the years ended December 31, 2024 and 2023 the Company incurred net losses and therefore no potential dilutive ordinary share were utilized in the calculation of losses per share.

If the Company reports net income, basic earnings per share is based on the weighted average number of ordinary and series A preferred shares issued and outstanding and is calculated by dividing net income attributable to ordinary and series A preferred shareholders by the weighted average shares outstanding during the period.

Diluted earnings per share is calculated by dividing net income attributable to ordinary and series A preferred shareholders by the weighted average number of ordinary and series A preferred shares used in the net earnings per share calculation plus the number of ordinary shares that would be issued assuming conversion of all potentially dilutive securities outstanding.

The series A preferred shares are entitled to the same dividend rights as the ordinary shares and therefore as participating securities, are included in the basic and diluted earnings per share calculation. The holders of the series A preferred shares do not have a contractual obligation to share in the losses of the Company. The Company computes earnings per share using the two-step method for its series A preferred and ordinary shares.

The following table presents the potential shares of ordinary shares outstanding that were excluded from the computation of diluted net loss per share of ordinary shares as of the periods presented because including them would have been antidilutive:


	December 31, 2024		December 31, 2023
Convertible debt (note 7)		10,944,628		3,929,566
Shares payable (note 7)		1,543,664		140,000
Warrants		13,019,976		3,521,846
Share options		17,559,511		848,287
Convertible promissory notes		2,639,169	—
Series A preferred shares	—			4,574,146
Advisors Loans (note 7)		2,335,092	—
Total		48,042,040		13,013,845

The Company uses the “if converted” method for calculating the dilutive effect of the convertible debt, shares payable and series A preferred shares and the treasury share method for calculating the dilutive effect of the options and warrants. The series A preferred shares are convertible at the rate of one series A preferred share into one ordinary share in the event of an initial public offering. The Company included the deferred shares as they are expected to be converted to ordinary shares in the future.

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	48,042,040	13,013,845
Convertible debt [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	10,944,628	3,929,566
Stock Compensation Plan [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,543,664	140,000
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	13,019,976	3,521,846
Employee Stock Option
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	17,559,511	848,287
Convertible Promissory Notes [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	2,639,169
Series A preferred shares [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		4,574,146
Advisors Loans [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	2,335,092

Income Taxes - Reconciliation of the federal income tax rate to the Company's effective tax rate (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Loss before income taxes	$ (172,601,857)	$ (30,672,690)
Income tax benefit at statutory tax rates	43,150,464	7,208,082
Effect of:
Non-deductible or non-taxable foreign currency exchange results	(329,399)	(88,195)
International rate differences	(23,423)	(9,845)
Non-deductible expenses	(29,893,933)	(2,050,426)
Change in valuation allowance	(12,858,776)	(4,996,208)
Income tax expense	$ 44,933	$ 63,408

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.7)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-10

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Subparagraph (a)
-SubTopic 20
-Topic 740
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482659/740-20-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h))
-SubTopic 10
-Topic 235
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

+ Details

Intangible Assets, Net - Expected Amortization Expense for Software Over Remaining Life (Detail) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net	$ 6,750,178	$ 2,134,903
Software [Member]
Finite-Lived Intangible Assets [Line Items]
2025	75,960
2026	6,973
2027	6,973
2028	4,649
Intangible assets, net	$ 94,555

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Related Party Transactions - Summary of Outstanding balances as at reporting date (Details) - USD ($)

Dec. 31, 2024

Dec. 31, 2023

Short term debt to related party

$ 5,102,211

$ 6,225,815

Due to related party

1,054,429

777,576

Short term convertible debt

95,309

132,269

Share Subscription Receivables

178,720

DBLP Sea Cow [Member]

Short term debt to related party

^[1]

447,067

Due to related party

^[1]

350,000

Share Subscription Receivables

^[1]

7,999

Daniel Wagner [Member]

Short term debt to related party

4,655,144

191,405

Due to related party

899,978

147,605

Share Subscription Receivables

111,845

Igor Lychagov [Member]

Short term debt to related party

5,587,343

Arthur Yao [Member]

Due to related party

137,019

61,945

31,248

17,433

1,133

Short term convertible debt

$ 95,309

132,269

Sauvik Banerjjee [Member]

Due to related party

58,320

Anthony Sharp [Member]

Due to related party

127,325

Related Party [Member]

Share Subscription Receivables

$ 119,844

[1]	DBLP Sea Cow Ltd. (a company incorporated in the Seychelles) (“DBLP Sea Cow”) is wholly legally owned by Dan Wagner, Chief Executive Officer of Rezolve.

Subsequent Events

12 Months Ended

Dec. 31, 2024

Subsequent Events [Abstract]

Subsequent Events

17.

Subsequent events

For financial statements as of December 31, 2024, we have evaluated subsequent events through April 23, 2025, which is the date such financial statements are available to be issued.

Senior-secured term-loan facility

On January 23, 2025, the Company entered into a senior-secured term-loan facility (the “Facility”) with Joh. Berenberg, Gossler & Co. KG, a financial institution established under the laws of the Federal Republic of Germany (the “Lender”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Facility.

The committed amount of the Facility is $30,000,000 (the “Committed Amount”). The Company may draw the Committed Amount, in full but not in part, until February 20, 2025 upon the satisfaction or waiver of certain customary conditions precedent.

Following a draw of the Committed Amount, the Company must repay the Facility in five (5) monthly installments of $6,000,000 beginning on August 15, 2025. If the Company fails to make a scheduled repayment, a 5% fee will be added to the outstanding balance remaining under the Facility. The Company may, in its sole discretion, make prepayments of at least $3,000,000.

The Facility bears no interest. However, the Company will pay a $3,000,000 arrangement fee to the Lender on the earlier of (i) the drawing the Committed Amount and (ii) February 21, 2025. The arrangement fee will be deducted from the Committed Amount disbursed to the Company. As set forth in the Facility, the arrangement fee will be reduced in connection with any prepayments made by the Company.

In connection with the Facility, the Company has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Company has also agreed to repay the Facility in accordance with the amortization schedule described above, beginning on August 15, 2025, and may use the proceeds it receives under or in connection with that certain Second Amended and Restated Standby Equity Purchase Agreement entered with YA II PN, Ltd. on September 6, 2024 to do so.

The Facility contains customary events of default for similar financing transactions, including, among other things, if a change of control of the Company occurs. At any time after an event of default, the Lender may accelerate and make payable all or part of the Facility. The Facility is governed by the laws of Germany, and the courts of Hamburg have exclusive jurisdiction over any disputes arising out of or in connection with the Facility.

Lender or its affiliates have in the past provided and may from time to time in the future provide, investment banking and other services to the Company.

Bluedot Acquisition

On February 4, 2025, the Company entered into a purchase agreement with DBLP Sea Cow Ltd (“DBLP”), to acquire the entire issued and to be issued share capital of each of Bluedot Industries, Inc.and Bluedot Industries Pty. Ltd. As consideration for this acquisition, the Company issued 819,737 ordinary shares of the Company to DBLP.

DBLP is is a related party and is wholly legally owned by Daniel Wagner and beneficially owned by John Wagner. Both Daniel Wagner and John Wagner are directors of DBLP.

On March 17, 2025, the Company entered into a share purchase agreement with Tanist Group Limited (“Tanist Group”) pursuant to which the Company acquired 100% of the issued and outstanding shares of Bluedot Innovation Pty. Ltd. As consideration for this acquisition, the Company issued 1,941,111 ordinary shares of the Company to the Tanist Group.

Bluedot Industries, Inc., Bluedot Industries Pty. Ltd.and Bluedot Innovation Pty. Ltd, together “Bluedot”, is a developer of mobile location technology to enhance customer experiences.

On February 20, 2025 and March 17, 2025, the Company closed the Bluedot Acquisition and issued the above mentioned ordinary shares as consideration to DBLP and the Tanist Group, respectively.

The Company utilizes the services of an independent valuation consultant, along with estimates and assumptions determined by management, to estimate the fair value of the assets acquired and liabilities assumed. Given the timing of the Bluedot Acquisition, the assets acquired are still in process of being valued by an independent valuation consultant. The liabilities assumed are also preliminary until the contractual post-closing adjustments are finalized. The final determination of the fair value of assets acquired and liabilities assumed will be completed within the one-year measurement period as allowed by ASC 805. Therefore the initial accounting for this acquisition is incomplete as of the date of issuance of these consolidated financial statements.

The acquisition of Bluedot was not deemed significant under Rule 3-05 of Regulation S-X (“Rule 3-05”).

GroupBy Acquisition

On February 11, 2025, the Company entered into a purchase agreement with GroupBy Inc., GroupBy International Ltd., and Fortis Advisors LLC, as the representative of the sellers party thereto (“the Sellers”), to acquire the entire issued and to be issued share capital of each of GroupBy Inc., GroupBy International Ltd., GroupBy USA Inc., and GroupBy UK Ltd (together “GroupBy”).

GroupBy is an eCommerce Search and Product Discovery SaaS technology provider that powers some of the largest B2B and B2C brands.

On March 25, 2025, Rezolve closed the GroupBy acquisition. As consideration for the GroupBy acquisition, the Company issued an aggregate of 3,999,902 of its ordinary shares of the Company in a private placement to the Sellers.

preliminary until the contractual post-closing adjustments are finalized. The final determination of the fair value of assets acquired and liabilities assumed will be completed within the one-year measurement period as allowed by ASC 805. Therefore the initial accounting for this acquisition is incomplete as of the date of issuance of these consolidated financial statements.

The acquisition of GroupBy was deemed significant under Rule 3-05 and separate financial statements for GroupBy are included elsewhere in this Report.

Convertible Notes

On February 21, 2025, the Company entered into a Securities Purchase Agreement (the “SPA”) with each of the investors listed on the Schedule of Buyers attached thereto (the “Buyers”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the SPA or the form of Convertible Note (as defined below), as applicable.

Pursuant to the SPA, the Company has agreed to sell to the Buyers up to $1 billion of Convertible Notes. The Company has agreed to use all of the proceeds it receives from the sale of the Convertible Notes to cause a newly formed, wholly owned subsidiary of the Company (the “New SPV Subsidiary”), to purchase and hold Bitcoin, subject to certain conditions being met, as set out in the terms of the Convertible Notes.

Subject to the satisfaction or waiver of certain conditions to closing set forth in the SPA, the Company will initially sell $100 million of Convertible Notes (the “Initial Notes”) to the Buyers (the “Initial Closing”). In connection with the Initial Closing, the Company will also issue a number of ordinary shares (“Closing Commitment Shares”) of the Company, par value £0.0001 (“Ordinary Shares”) equal to the applicable Commitment Shares Calculation set forth in the SPA. The Closing Commitment Shares shall be purchased for a price of £0.0001 per Closing Commitment Share and shall be delivered to the Buyers as set forth in the Schedule of Buyers on the date the Closing Commitment Shares are registered for resale under the Securities Exchange Act of 1934, as amended.

Subject to the satisfaction or waiver of certain conditions to closing set forth in the SPA, beginning on June 25, 2025 and until February 21, 2028, the Lead Buyer may cause the Company to participate in additional closings (each, an “Additional Closing”) for up to $900 million of additional Convertible Notes (the “Additional Notes” and, together with the Initial Notes, the “Convertible Notes”) with a conversion price equal to the 20-day VWAP of the Ordinary Shares on the date of the applicable Additional Closing. In connection with each Additional Closing, the Company will sell Additional Notes to the Buyers and issue a number of Ordinary Shares (“Additional Commitment Shares” and, together with Closing Commitment Shares, “Commitment Shares”) to the Buyers equal to the applicable Commitment Shares Calculation set forth in the SPA. The Additional Commitment Shares shall be purchased for a price of £0.0001 per Additional Commitment Share and shall be delivered to the Buyers on a pro rata basis upon the delivery of the Conversion Notice associated with the Additional Notes purchased at the respective Additional Closing.

Notwithstanding the foregoing, in the event that the Lead Buyer does not purchase any Additional Notes on or prior to the earlier of (i) the Company meeting the Equity Conditions or (ii) December 24, 2025, the Company may reduce the maximum number Additional Notes purchasable by the Buyers from $900 million to $500 million.

Each Convertible Note shall mature on the fifth anniversary of its issuance date, subject to acceleration through full redemption or conversion pursuant to its terms, and shall accrue interest at the Effective Federal Funds Rate. Upon the option of the Buyers, (i) the Initial Notes will be convertible into Ordinary Shares at a conversion price of $3 per share and (ii) the Additional Notes will be convertible into Ordinary Shares at a conversion price equal to the 20-day VWAP of the Ordinary Shares as of the date of the applicable Additional Closing on which such Additional Notes were purchased. The conversion price will be subject to adjustment as provided in the Convertible Notes if, so long as any Convertible Notes remain outstanding, the Company issues or sells, or is deemed to have issued or sold, any Ordinary Shares or other instruments convertible into Ordinary Shares at an Effective Issuance Price Per Ordinary Share less than the Conversion Price of the then-outstanding Convertible Notes.

The Convertible Notes will be guaranteed by the Company and all of its direct and indirect subsidiaries, including the New SPV Subsidiary. Additionally, the Convertible Notes will be secured by a first priority perfected security interest in (i) all of the Bitcoin purchased by the New SPV Subsidiary and (i) all remaining cash proceeds from the sale of the Convertible Notes held by the New SPV Subsidiary.

In connection with the Initial Closing, the Company will enter into a Pledge Agreement and Registration Rights Agreement in favor of the Buyers. The Registration Rights Agreement will register for resale all of the Ordinary Shares issued upon conversion of the Convertible Notes and all of the Commitment Shares.

The Convertible Notes contain customary events of default for similar financing transactions, but with sole recourse (save in the case of certain major events of default set forth in the Note) to the segregated accounts held by the New SPV Subsidiary and irrespective to the market price of Bitcoin. In the event Bitcoin trades above the value of the Convertible Notes, the value in excess of the Convertible Notes will be for the account of the Company. At any time after an event of default, the Convertible Notes will accrue interest at a rate equal to the then applicable interest rate plus 5.0% and the Buyers may accelerate or redeem the Convertible Notes, as set forth in the Convertible Notes.

Certain of the Buyers or their affiliates have in the past provided and may from time to time in the future provide investment banking and other services to the Company.

Reduction of additional paid-in-capital

On February 26, 2025, the board of the directors of the Company passed a resolution to reduce the additional paid-in-capital of the Company by $200,000,000. A recapitalization occurred capitalizing $200,000,000 to accumulated deficit.

Debt and other liabilities

During the first quarter of 2025, the Company settled certain of its outstanding convertible debt through the issuance of ordinary shares and also issued additional ordinary shares to a subscriber under its advanced subscription agreement for ordinary shares. See note 7 for more information.

Share-based Compensation - Schedule of Share Option Activity (Details) $ in Millions	12 Months Ended
	Dec. 31, 2024 £ / shares shares	Dec. 31, 2023 £ / shares shares	Dec. 31, 2022 £ / shares shares	Dec. 31, 2024 USD ($) shares
2022 LTIP [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of share options Issued \| shares			2,569,331
Weighted average exercise price, Beginning balance		£ 0.0001
Weighted average exercise price, Ending balance			£ 0.0001
2023 LTIP [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options, Beginning balance \| shares	10,612,649
Number of share options Issued \| shares	13,611,563
Number of share options Exercised \| shares	0
Number of share options Cancelled/Forfeited \| shares	(587,296)
Number of options, Ending balance \| shares	23,636,916	10,612,649
Number of share options Vested and exercisable \| shares				17,559,511
Number of share options Vested and expected to vest \| shares				23,636,916
Weighted average exercise price, Beginning balance	£ 0.0001
Weighted- Average Exercise Price Issued	0.0001
Weighted- Average Exercise Price Exercised	0
Weighted- Average Exercise Price Cancelled/Forfeited	0
Weighted average exercise price, Ending balance	0.0001	£ 0.0001
Weighted- Average Exercise Price Vested and exercisable	0.0001
Weighted- Average Exercise Price Vested and expected to vest	£ 0.0001
Weighted- Average Remaining Contractual life Outstanding	6 years 1 month 6 days
Weighted- Average Remaining Contractual life Vested and exercisable	4 years 8 months 12 days
Weighted- Average Remaining Contractual life Vested and expected to vest	6 years 1 month 6 days
Aggregate Intrinsic Value Outstanding \| $				$ 3.8
Aggregate Intrinsic Value Vested and expected to vest \| $				$ 3.8

CONSOLIDATED STATEMENTS OF OPERATIONS (PARENTHETICAL) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Selling and Marketing [Member]
Related Party Transaction [Line Items]
Related party transaction, amounts of transaction monthly fee	$ 1,011,119	$ 2,072,224
General and Administrative [Member]
Related Party Transaction [Line Items]
Related party transaction, amounts of transaction monthly fee	$ 68,413,399	$ 4,830,987

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Estimated Useful Life of Property Plant and Equipment (Details)	Dec. 31, 2024
Computer [Member]
Property, Plant and Equipment [Line Items]
Estimated Useful Life of Property Plant and Equipment	3 years
Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated Useful Life of Property Plant and Equipment	3 years

Basis of Presentation and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Schedule of Net Liabilities Acquired

The net liabilities of Armada are recorded at their acquisition-date fair value in the Consolidated Financial Statements as follows:


Cash and cash equivalents	$	3,361
Prepaid expenses		169,425
Accounts payable and accrued expenses		(4,873,019	)
Debt (promissory notes)		(3,144,883	)
Other current liabilities		(1,499,936	)
Net liabilities acquired	$	(9,345,052	)
Accumulated Deficit	$	(9,345,052	)

Summary of List of Subsidiaries

A list of subsidiaries and Rezolve AI plc’s holding as of December 31, 2024 and 2023 is as follows:


Name of the entity	Date of incorporation	Country of incorporation	Group shareholding (%)
Rezolve Taiwan Limited	November 9, 2000	Taiwan	100%
Rezolve Technology (India) Private Limited	March 19, 2021	India	100%
Rezolve Mobile Commerce Inc.	April 20, 2016	United States of America	100%
Rezolve Technology S.L.	August 25, 2020	Spain	100%
Rezolve AI IP Holdings Limited	December 19, 2024	United Kingdom	100%
Armada Acquisition Corp. I	August 15, 2024	United States of America	100%

Summary of Fair Value Measurement at Reporting Date

Fair value measurement at reporting date:


Description		Level 1		Level 2		Level 3
December 31, 2024
Fair value on recurring basis
(1) Share-based payment liability	$	—	$	—		$		1,400,000
(2) Derivative liability	$	—	$		2,579,875	$	—
(2) Derivative asset	$	—	$		2,587,581	$	—
December 31, 2023
Fair value on recurring basis
(1) Share-based payment liability	$	—	$	—		$		1,311,028

(3)

The fair value of the share-based payment liability was valued using a discounted cash flow method using a risk adjusted discount rate of 10.8%. See note 7.5.

(4)

Summary of Vendors Representing More Than 10% of Accounts Payable

At December 31, 2024 and 2023, the following vendors represented more than 10% of total accounts payable.


	December 31, 2024		December 31, 2023
DLA Piper LLP	70	%	10	%
Donnelley Financial LLC	16	%	Less than 10%
KPMG LLP	Less than 10%		10	%
Taylor Wessing LLP	Less than 10%		13	%
Wilson Sonsini Goodrich & Rosati	Less than 10%		14	%

Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share


	December 31, 2024		December 31, 2023
Convertible debt (note 7)		10,944,628		3,929,566
Shares payable (note 7)		1,543,664		140,000
Warrants		13,019,976		3,521,846
Share options		17,559,511		848,287
Convertible promissory notes		2,639,169	—
Series A preferred shares	—			4,574,146
Advisors Loans (note 7)		2,335,092	—
Total		48,042,040		13,013,845

Debt and other liabilities - Summary of Advisors Loans Remain Outstanding (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Convertible promissory note	$ 6,428,825
Armada Acquisition Corp I [Member]
Debt Instrument [Line Items]
Convertible promissory note	12,812,366	$ 0
Armada Acquisition Corp I [Member] \| Northland Securities [Member]
Debt Instrument [Line Items]
Convertible promissory note	5,491,806	0
Armada Acquisition Corp I [Member] \| J.V.B Financial Group [Member]
Debt Instrument [Line Items]
Convertible promissory note	$ 7,320,560	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Debt and other liabilities (Details Narrative)														1 Months Ended			12 Months Ended
Debt and other liabilities (Details Narrative)	Feb. 26, 2025 USD ($) shares	Feb. 13, 2025 USD ($) shares	Jan. 30, 2025 USD ($) shares	Jan. 15, 2025 USD ($) shares	Dec. 30, 2024 USD ($)	Dec. 27, 2024 USD ($) shares	Dec. 17, 2024 USD ($) $ / shares	Dec. 05, 2024 USD ($) $ / shares shares	Aug. 14, 2024 USD ($) Days	Jul. 30, 2024 USD ($) $ / shares	Feb. 02, 2024 USD ($) Days $ / shares	Nov. 20, 2023 USD ($) Days shares	Dec. 17, 2021 USD ($) shares	Jan. 31, 2025 shares	Dec. 31, 2024 USD ($) shares	Feb. 29, 2024 USD ($) Days	Dec. 31, 2024 USD ($) shares	Dec. 31, 2023 EUR (€)	Dec. 31, 2023 USD ($)	Jan. 24, 2025 shares	Sep. 06, 2024 USD ($)	Jan. 26, 2024 USD ($)	May 25, 2023 shares	May 23, 2023 USD ($)	Mar. 31, 2023 EUR (€)	Mar. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Nov. 21, 2022 USD ($)	Dec. 31, 2021	Oct. 07, 2021 USD ($)
Debt Instrument [Line Items]
Short term convertible debt															$ 95,309		$ 95,309		$ 132,269
Short term debt to related party															5,102,211		5,102,211		6,225,815
Ordinary shares issued on conversion of senior secured convertible notes																	52,401,332
Gain/(loss) on extinguishment																	(44,332,819)		0
Cantor Fitzgerald [Member]
Debt Instrument [Line Items]
Gain/(loss) on extinguishment								$ (1,804,814)
Debt conversion, Converted instrument, Shares issued \| shares								17,354,231
Debt instrument convertible threshold trading days \| Days												5
Armada fee												$ 16,000,000
Number of shares issuable in connection with Armada fee \| shares												1,600,000
Steve Perry [Member]
Debt Instrument [Line Items]
Interest payable current on short term debt current to related party															7,269		7,269
Short term convertible debt payable to related party principal amount															125,000		125,000
Short term convertible debt															95,309		95,309		132,269
Jaymax [Member]
Debt Instrument [Line Items]
Business combination shares issuable value based on milestone achievement															1,400,000		1,400,000													$ 1,400,000
PIPE [Member]
Debt Instrument [Line Items]
Common stock subscribed but not issued shares \| shares													41,000,000
Igor Lychagov [Member]
Debt Instrument [Line Items]
Short term debt to related party																			5,587,343
Debt conversion converted instrument amount																	3,559,380
DBLP Sea Cow Ltd [Member]
Debt Instrument [Line Items]
Short-term debt from related parties															447,067		447,067
Daniel Wagner [Member]
Debt Instrument [Line Items]
Short-term debt from related parties															4,655,144		4,655,144
Short term debt to related party															4,655,144		4,655,144		$ 191,405
Yorkville [Member]
Debt Instrument [Line Items]
Short term debt to related party															406,238		406,238
Repayment of related party debt					$ 1,472,231
Debt conversion converted instrument amount																	$ 1,189,096
Debt conversion, Converted instrument, Shares issued \| shares																	425,288
Yorkville [Member] \| Promissory Note [Member]
Debt Instrument [Line Items]
Short term debt bearing fixed interest rate percentage											10.00%
Debt instrument, face amount																$ 2,877,319
Debt instrument convertible threshold percentage of stock price trigger																99.00%
Debt Instrument consecutive trading days \| Days																10
Debt instrument convertible threshold trading days \| Days																5
Yorkville [Member] \| Promissory Note Floor Price Trigger [Member]
Debt Instrument [Line Items]
Debt Instrument consecutive trading days \| Days																7
Yorkville [Member] \| Second A&R YA Agreement [Member]
Debt Instrument [Line Items]
Debt instrument, face amount																					$ 7,500,000
Yorkville [Member] \| Second A&R YA Agreement [Member] \| Tranche One [Member]
Debt Instrument [Line Items]
Debt instrument, face amount																					2,500,000
Yorkville [Member] \| Second A&R YA Agreement [Member] \| Tranche Two [Member]
Debt Instrument [Line Items]
Debt instrument, face amount																					2,500,000
Yorkville [Member] \| Second A&R YA Agreement [Member] \| Tranche Three [Member]
Debt Instrument [Line Items]
Debt instrument, face amount																					$ 2,500,000
Apeiron Investment Group Lts and Bradley Wickens [Member]
Debt Instrument [Line Items]
Ordinary shares issued, shares \| shares						10,840,974
Settlement shares \| shares						20,756,439
Interest on settlement of shares						$ 925,510
Debt conversion expense						$ 39,658,290
Northland Securities [Member] \| Armada Acquisition Corp I [Member]
Debt Instrument [Line Items]
Long term debt bearing fixed interest rate percentage										10.00%
Debt instrument, face amount										$ 5,141,250
Cash and cash equivalents threshold amount below which debt may be converted into equity										20,000,000
Debt instrument non convertible portion of debt										1,135,000
Northland Securities [Member] \| Armada Acquisition Corp I [Member] \| Repayment Timing Tranche One [Member]
Debt Instrument [Line Items]
Threshold amount raised above which immediate repayment shall be made										25,000,000
Northland Securities [Member] \| Armada Acquisition Corp I [Member] \| Repayment Timing Tranche TWo [Member]
Debt Instrument [Line Items]
Threshold amount raised above which immediate repayment shall be made										$ 50,000,000
Northland Securities [Member] \| Armada Acquisition Corp I [Member] \| Debt Instrument Conversion Into Equity Tranche One [Member]
Debt Instrument [Line Items]
Loan conversion price \| $ / shares										$ 10
Northland Securities [Member] \| Armada Acquisition Corp I [Member] \| Debt Instrument Conversion Into Equity Tranche Two [Member]
Debt Instrument [Line Items]
Loan conversion price \| $ / shares										$ 10
J.V.B Financial Group [Member] \| Armada Acquisition Corp I [Member]
Debt Instrument [Line Items]
Long term debt bearing fixed interest rate percentage									4.95%
Debt instrument, face amount									$ 7,500,000
Debt instrument beginning date of maturity									Jan. 31, 2025
Debt instrument periodic payment of principal									$ 625,000
Debt instrument convertible threshold trading days \| Days									5
Secured Convertible Loan Note In Connection With Executed Subscription Agreements Additional Amount Committed By Investors [Member]
Debt Instrument [Line Items]
Debt instrument additional commitement others																								$ 1,500,000
Related party convertible debt holding minimum for restriction on extraordinary transactions																								20,000,000
Debt instrument face value of notes issuable upon demerger																								8,500,000
Debt instrument additional loan amount to be borrowed																								2,750,000
Debt instrument additional face amount amount from related party																								125,000
Debt instrument additional face amount previously received																								1,250,000
Debt instrument converted into principal and amount of interest foregone																								4,041,989
Debt instrument amount of interest foregone																								1,040,989
Debt instrument accrued interest converted into principal																								3,000,000
Debt instrument face value additional amount																								$ 15,625,000
Debt instrument unamortized discount																												$ 2,100,000
Long term debt bearing fixed interest rate percentage																								7.50%
Short term debt bearing fixed interest rate percentage																								7.50%
Debt instrument, face amount																											$ 2,100,000
Secured Convertible Loan Note In Connection With Executed Subscription Agreements [Member]
Debt Instrument [Line Items]
Long term debt bearing fixed interest rate percentage																													20.00%
Proceeds from secured debt													$ 20,000,000
Debt instrument, face amount													$ 20,000,000
Long-Term Debt [Member] \| Igor Lychagov [Member]
Debt Instrument [Line Items]
Debt maturity date																		Jul. 31, 2023	Jul. 31, 2023
Senior Secured Convertible Notes [Member]
Debt Instrument [Line Items]
Ordinary shares issued on conversion of senior secured convertible notes								$ 8,000,000
Gain/(loss) on extinguishment								$ 1,306,077									$ 1,306,077
Loan conversion price \| $ / shares							$ 2	$ 7
Convertible Debt							$ 41,892,080
Senior Secured Convertible Notes [Member] \| Apeiron Investment Group Lts and Bradley Wickens [Member]
Debt Instrument [Line Items]
Loan conversion price \| $ / shares							$ 2
Convertible Debt							$ 41,512,877								$ 400,000		400,000
Accrued interest							$ 1,851,020
Convertible Promissory Notes [Member]
Debt Instrument [Line Items]
Gain/(loss) on extinguishment																	(4,175,791)
Convertible Promissory Notes [Member] \| Yorkville [Member]
Debt Instrument [Line Items]
Convertible debt maturity period											6 months
Ordinary shares issued, shares \| shares															4,310,208
Short term debt bearing fixed interest rate percentage											10.00%
Debt instrument, face amount											$ 2,500,000
Gain/(loss) on extinguishment																	(4,175,791)
Proceeds from issuance of unsecured debt											$ 2,000,000
Loan conversion price \| $ / shares											$ 10
Debt instrument convertible threshold percentage of stock price trigger											90.00%
Debt Instrument consecutive trading days \| Days											10
Debt instrument, principal and interest outstanding															$ 2,705,929		$ 2,705,929
Other Promissory Notes [Member] \| Yorkville [Member]
Debt Instrument [Line Items]
Short term debt bearing fixed interest rate percentage											10.00%
Debt instrument, face amount											$ 2,877,319
Loan conversion price \| $ / shares											$ 10
Debt instrument convertible threshold percentage of stock price trigger											90.00%
Debt Instrument consecutive trading days \| Days											10
Unsecured Convertible Debt One [Member] \| Igor Lychagov [Member]
Debt Instrument [Line Items]
Debt instrument borrowing fee expensed																		€ 660,000	$ 660,000
Debt instrument, face amount																									€ 2,000,000	$ 2,000,000
Unsecured Convertible Debt One And Two [Member] \| Igor Lychagov [Member]
Debt Instrument [Line Items]
Debt instrument outstanding including borrowing fees																						$ 8,000,000
Subsequent Event [Member] \| Apeiron Investment Group Lts and Bradley Wickens [Member]
Debt Instrument [Line Items]
Ordinary shares issued, shares \| shares		7,987,374		3,009,849
Settlement shares \| shares		20,756,439		20,756,439
Interest on settlement of shares		$ 925,510		$ 925,510
Subsequent Event [Member] \| Northland Securities [Member] \| Armada Acquisition Corp I [Member]
Debt Instrument [Line Items]
Debt conversion, Converted instrument, Shares issued \| shares			391,681
Debt Instrument, promissory note, cash settlement			$ 3,500,000
Subsequent Event [Member] \| J.V.B Financial Group [Member] \| Armada Acquisition Corp I [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 2,000,000
Debt conversion, Converted instrument, Shares issued \| shares	778,165
Subsequent Event [Member] \| Convertible Promissory Notes [Member] \| Yorkville [Member]
Debt Instrument [Line Items]
Ordinary shares issued, shares \| shares														1,413,946
Advanced Subscription Agreement [Member]
Debt Instrument [Line Items]
Common stock, shares issued \| shares																							11,052,716
Advanced Subscription Agreement [Member] \| Subsequent Event [Member]
Debt Instrument [Line Items]
Common stock, shares issued \| shares																				171,429
Initial Public Offer Or Special Purpose Acquistion Transaction If Occurred After Sixteenth Of December Two Thousand And Twenty Two And Before Sixteenth Of June Two Thousand And Twenty Three [Member] \| Secured Convertible Loan Note In Connection With Executed Subscription Agreements [Member]
Debt Instrument [Line Items]
Long term debt bearing fixed interest rate percentage																													15.00%
Initial Public Offer Or Special Purpose Acquisition Transaction If Occurred Before Sixteenth Of December Two Thousand And Twenty Two [Member] \| Secured Convertible Loan Note In Connection With Executed Subscription Agreements [Member]
Debt Instrument [Line Items]
Long term debt bearing fixed interest rate percentage																													10.00%
Rezolve Taiwan Limited [Member]
Debt Instrument [Line Items]
Derivative Liability, Measurement Input																														10.8
Rezolve AI [Member] \| Armada Acquisition Corp I [Member]
Debt Instrument [Line Items]
Long term debt bearing fixed interest rate percentage									4.95%
Debt instrument, face amount									$ 3,144,883
Debt instrument final date of maturity									Aug. 14, 2027
Debt instrument beginning date of maturity									Jan. 31, 2025
Long term debt date after which the amount may be converted into shares									Jan. 15, 2025

Insider Trading Policies and Procedures	12 Months Ended
Insider Trading Policies and Procedures	Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

Accrued Expenses and Other Payables - Schedule of Accrued Expenses and Other Payables (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Employee related payables	$ 2,225,906	$ 2,632,334
Accrued expenses	5,694,788	1,323,842
VAT, duty and excise tax liability	1,557,733	188,766
Other	35,505	347,848
Total	$ 9,513,932	$ 4,492,790

Intangible Assets, Net (Tables)

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of intangible assets


	December 31, 2024			December 31, 2023
Software	$	1,014,967		$	1,009,272
In-development intangible asset		6,655,623			1,862,465
		7,670,590			2,871,737
Less—Accumulated amortization for Software		(920,412	)		(736,834	)
Intangible assets, net	$	6,750,178		$	2,134,903

Expected Amortization Expense for Software Over Remaining Life

As of December 31, 2024, expected amortization expense for Software over its remaining life is as follows:


2025	$	75,960
2026		6,973
2027		6,973
2028		4,649
2029		—
Thereafter		—
	$	94,555

Prepayments and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2024

Prepaid Expense and Other Assets, Current [Abstract]

Summary of prepayments and other current assets


	December 31, 2024		December 31, 2023
Prepaid expenses	$	237,462	$		130,309
Receivable from government authorities		201		582
Input tax credit		697,214			140,432
Other receivables		25,971			27,690
Total	$	960,848	$		299,013

Expenses and Other Non-Operating Income/(Expense), Net - Schedule Of General And Administrative Expenses (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Expenses And Other Non Operating Income Expense Net [Abstract]
IT expenses	$ 782,665	$ 1,135,355
Legal and professional expenses	36,486,915	2,274,891
Business development expenses	4,750,430	777,161
Employee salaries and benefits	17,511,920	4,340,558
Consultancy charges	3,662,209	3,249,635
Share-based payments to employees	3,806,361	2,543,621
Share-based payments to related parties	62,611,948	2,306,182
Share-based payments for consultancy	217,365	485,080
Other	1,600,599	874,045
Total	$ 131,430,412	$ 17,986,528

Recently Issued and Adopted Accounting Pronouncements	12 Months Ended
Recently Issued and Adopted Accounting Pronouncements	Dec. 31, 2024
Accounting Standards Update and Change in Accounting Principle [Abstract]
Recently issued and adopted accounting pronouncements	3. Recently issued and adopted accounting pronouncements In March 2024, Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements (“ASU 2024-02”), which is intended to simplify the Codification and draw a distinction between authoritative and non-authoritative literature. ASU 2024-02 is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company is currently assessing the impact of ASU 2024-02 on its consolidated financial statements. In December 2023, the FASB issued Accounting Standards Update No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires additional disclosures related to rate reconciliation, income taxes paid, and other disclosures. Under ASU 2023-09, for each annual periods presented, public entities are required to (1) disclose specific categories in the tabular rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. In addition, ASU 2023-09 requires all reporting entities to disclose on an annual basis the amount of income taxes paid disaggregated by federal, state, and foreign taxes as well as the amount of income taxes paid by individual jurisdiction. ASU 2023-09 is effective for public business entities for annual periods beginning after December 15, 2024, and can be applied on a prospective basis with an option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2023-09 on its consolidated financial statements and related disclosures. In November 2023, the FASB issued Accounting Standards Update 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires incremental disclosures related to a public entity’s reportable segments. Required disclosures include, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount for other segment items (which is the difference between segment revenue less segment expenses and less segment profit or loss) and a description of its composition, the title and position of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard also permits disclosure of more than one measure of segment profit. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.The adoption had no impact on the reportable segment the Company has identified, and additional required disclosures have been included in Note 2.16. In October 2023, the FASB issued Accounting Standards Update 2023-06, Disclosure Improvements (“ASU 2023-06”), to clarify or improve disclosure and presentation requirements of a variety of topics and align the requirements in the FASB ASC with the SEC’s regulations. The amendments in ASU 2023-06 will become effective on the date the related disclosures are removed from Regulation S-X or Regulation S-K by the SEC, and will no longer be effective if the SEC has not removed the applicable disclosure requirement by June 30, 2027. Early adoption is prohibited. The Company is currently evaluating the impact of ASU 2023-06 on its consolidated financial statements and disclosures.

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476173/280-10-65-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(4)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 105
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 7
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479343/105-10-65-7

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 848
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483550/848-10-65-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(4)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 848
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (d)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483550/848-10-65-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 848
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483550/848-10-65-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480016/944-40-65-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(2)(ii)
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-URI https://asc.fasb.org/1943274/2147480016/944-40-65-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480016/944-40-65-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(2)(iv)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480016/944-40-65-2

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480016/944-40-65-2

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 5
-Subparagraph (SAB Topic 11.M.Q2)
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+ Details

Income Taxes - Current and Deferred Income Tax Expense (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
India	$ 44,933	$ 63,408
Current	44,933	63,408
Income tax expense	$ 44,933	$ 63,408

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

+ Details

Basis of Presentation and Summary of Significant Accounting Policies - Summary of List of Subsidiaries (Details)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Schedule of Equity Method Investments [Line Items]
Date of incorporation	Jan. 05, 2023
Rezolve AI [Member] \| Subsidiaries [Member] \| Rezolve Taiwan Limited [Member]
Schedule of Equity Method Investments [Line Items]
Date of incorporation	Nov. 09, 2000
Country of incorporation	Taiwan	Taiwan
Group shareholding	100.00%	100.00%
Rezolve AI [Member] \| Subsidiaries [Member] \| Rezolve Technology (India) Private Limited [Member]
Schedule of Equity Method Investments [Line Items]
Date of incorporation	Mar. 19, 2021
Country of incorporation	India	India
Group shareholding	100.00%	100.00%
Rezolve AI [Member] \| Subsidiaries [Member] \| Rezolve Mobile Commerce Inc. [Member]
Schedule of Equity Method Investments [Line Items]
Date of incorporation	Apr. 20, 2016
Country of incorporation	United States of America	United States of America
Group shareholding	100.00%	100.00%
Rezolve AI [Member] \| Subsidiaries [Member] \| Rezolve Technology S.L. [Member]
Schedule of Equity Method Investments [Line Items]
Date of incorporation	Aug. 25, 2020
Country of incorporation	Spain	Spain
Group shareholding	100.00%	100.00%
Rezolve AI [Member] \| Subsidiaries [Member] \| Rezolve AI IP Holding Limited [Member]
Schedule of Equity Method Investments [Line Items]
Date of incorporation	Dec. 19, 2024
Country of incorporation	United Kingdom	United Kingdom
Group shareholding	100.00%	100.00%
Rezolve AI [Member] \| Subsidiaries [Member] \| Armada Acquisition Corp I [Member]
Schedule of Equity Method Investments [Line Items]
Date of incorporation	Aug. 15, 2024
Country of incorporation	United States of America	United States of America
Group shareholding	100.00%	100.00%

Intangible assets, net (Details Narrative) - USD ($)	12 Months Ended
Intangible assets, net (Details Narrative) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 183,578	$ 197,800

Subsequent Events (Details Narrative)							1 Months Ended	12 Months Ended
Subsequent Events (Details Narrative)	Mar. 17, 2025 shares	Feb. 26, 2025 USD ($)	Feb. 21, 2025 Days £ / shares	Feb. 20, 2025	Feb. 04, 2025 shares	Jan. 23, 2025 USD ($) Installments	Apr. 25, 2025 shares	Dec. 31, 2024 £ / shares shares	Dec. 24, 2025 USD ($)	Dec. 23, 2025 USD ($)	Feb. 21, 2025 USD ($) $ / shares	Dec. 31, 2023 £ / shares shares
Subsequent Event [Line Items]
Date of registration								Jan. 05, 2023
Common stock, par value \| £ / shares												£ 0.0001
Ordinary shares [Member]
Subsequent Event [Line Items]
Common Stock, Shares, Issued \| shares								208,260,754				152,262,295
Common stock, par value \| £ / shares								£ 0.0001				£ 0.0001
Additional Notes [Member] \| Convertible Notes [Member] \| Forecast [Member]
Subsequent Event [Line Items]
Debt instrument, face amount									$ 500,000,000	$ 900,000,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Reduction on additional paid in capital		$ (200,000,000)
Amount capitalized to accumulated deficit		$ 200,000,000
Subsequent Event [Member] \| Convertible Notes [Member]
Subsequent Event [Line Items]
Event of default interest rate increase			5.00%
Subsequent Event [Member] \| Maximum [Member] \| Convertible Notes [Member]
Subsequent Event [Line Items]
Debt instrument, face amount											$ 1,000,000,000
Subsequent Event [Member] \| Senior Secured Term Loan Facility [Member]
Subsequent Event [Line Items]
Debt instrument, face amount						$ 30,000,000
Debt instrument number of installments \| Installments						5
Debt instrument beginning date of maturity						Aug. 15, 2025
Debt instrument periodic payment of principal						$ 6,000,000
Debt instrument, interest rate, stated percentage						0.00%
Debt instrument arrangement fee						$ 3,000,000
Subsequent Event [Member] \| Senior Secured Term Loan Facility [Member] \| Minimum [Member]
Subsequent Event [Line Items]
Debt instrument prepayments						$ 3,000,000
Subsequent Event [Member] \| Initial Notes [Member] \| Convertible Notes [Member]
Subsequent Event [Line Items]
Debt instrument, face amount											$ 100,000,000
Common stock, par value \| £ / shares			£ 0.0001
Price per share \| £ / shares			£ 0.0001
Loan conversion price \| $ / shares											$ 3
Subsequent Event [Member] \| Additional Notes [Member] \| Convertible Notes [Member]
Subsequent Event [Line Items]
Debt instrument convertible threshold trading days \| Days			20
Debt instrument final date of maturity			Feb. 21, 2028
Debt instrument beginning date of maturity			Jun. 25, 2025
Price per share \| £ / shares			£ 0.0001
Subsequent Event [Member] \| Additional Notes [Member] \| Maximum [Member] \| Convertible Notes [Member]
Subsequent Event [Line Items]
Debt instrument, face amount											$ 900,000,000
Subsequent Event [Member] \| BlueDot [Member]
Subsequent Event [Line Items]
Date of acquisition agreement	Mar. 17, 2025				Feb. 04, 2025
Effective date of acquisition	Mar. 17, 2025			Feb. 20, 2025
Business acquisition, shares issued / issuable \| shares					819,737
Subsequent Event [Member] \| BlueDot [Member] \| Ordinary shares [Member]
Subsequent Event [Line Items]
Common Stock, Shares, Issued \| shares	1,941,111
Subsequent Event [Member] \| GroupBy [Member]
Subsequent Event [Line Items]
Business acquisition, shares issued / issuable \| shares							3,999,902

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Statement of Comprehensive Income [Abstract]
Net Income (Loss)	$ (172,646,790)	$ (30,736,098)
Other comprehensive loss, net of tax
Foreign currency translation gain/(loss)	140,474	(69,565)
Total comprehensive loss	$ (172,506,316)	$ (30,805,663)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Related Party Disclosures

12 Months Ended

Dec. 31, 2024

Related Party Disclosure

13.

Related party disclosures

Key managerial personnel (KMP) and Members of their immediate families


Dan Wagner		Director and chief executive officer
Richard Burchill		Chief financial officer
Sauvik Banerjjee		Chief executive officer, products, technology and digital services
Salman Ahmad		Chief technical officer
Peter Vesco		Chief commercial officer
Arthur Yao (1)		Chief executive officer, Rezolve China
Anthony Sharp		Non-executive deputy chairman
Sir David Wright		Non-executive director
Steve Perry		Non-executive director
Derek Smith		Non-executive director
Igor Lychagov		Non-Executive director (resigned May 19, 2023)
Susan Wagner		Member

Transactions and outstanding balances of related parties were as follows:

Transactions during the year


	December 31, 2024			December 31, 2023
Share Capital Issued at nominal value
Brooks Newmark	$		2,977	$	—
Igor Lychagov			150		—
Convertible promissory notes repaid
DBLP Sea Cow (2)			1,250,000		—
Adam Wagner			31,250		—
John Wagner			19,844		—
Arthur Yao			93,750		—
Loans Repaid
DBLP Sea Cow (2)		—				250,000
Convertible promissory notes taken
DBLP Sea Cow Ltd.			1,250,000		—
Adam Wagner			31,250		—
John Wagner			19,844		—
Arthur Yao			93,750		—
Debt converted into shares, including interest
Igor Lychagov			3,559,380		—
Convertible Loans taken
Steve Perry		—				132,269
Loans Taken
Dan Wagner			4,463,322			191,405
Igor Lychagov		—				5,587,343
Managerial remuneration
Key Management Personnel
Dan Wagner			306,725			296,067
Salman Ahmad			230,044			222,535
Richard Burchill			281,164			271,395
Sauvik Banerjee		—				393,440
	$		817,933	$		1,183,437
Sales and marketing						393,440
General and Administrative			817,933			789,997
	$		817,933	$		1,183,437
Share-based compensation
DBLP Sea Cow (2)			61,230,453			756,944
Richard Burchill			1,153,439			1,326,703
Salman Ahmad			228,056			222,535
Peter Vesco			194,722			60,556
Arthur Yao (1)			194,722			60,556
Sauvik Banerjee		—				842,746
	$		63,001,392	$		3,270,040
Sales and marketing			389,444			963,858
General and Administrative			62,611,948			2,306,182
	$		63,001,392	$		3,270,040
Consulting fees
DBLP Sea Cow (2)			300,000			300,000
Peter Vesco			321,675			414,926
Arthur Yao (1)			300,000			300,000
	$		921,675	$		1,014,926
Sales and marketing			621,675			714,926
General and Administrative			300,000			300,000
	$		921,675	$		1,014,926
Director remuneration
Sir David Wright			95,852			92,521
Anthony Sharp			383,406			380,084
Steve Perry			95,852			92,521
Derek Smith			95,852			92,521
	$		670,961	$		657,647
Sales and marketing		—			—
General and Administrative			670,961			657,647
	$		670,961	$		657,647
Management remuneration
Sales and marketing			1,011,119			2,072,224
General and Administrative			64,400,841			4,053,826
	$		65,411,960	$		6,126,050
Business development expenses
Rezolve China (3)	$		4,750,430	$		777,161

Amounts paid to Arthur Yao were paid out of Rezolve Limited in the UK. The Company’s operations in China have since been liquidated through the Demerger (Refer to Note 2.1—Basis of presentation).

DBLP Sea Cow Ltd. (a company incorporated in the Seychelles) (“DBLP Sea Cow”) is wholly legally owned by Dan Wagner, Chief Executive Officer of Rezolve.

The Company has expensed all cash transferred to its former subsidiary Rezolve China (Refer to Note 2.1—Basis of presentation).

Outstanding balances as at reporting date


	December 31, 2024		December 31, 2023
Short term debt to related party
DBLP Sea Cow (2)	$	447,067	$	447,067
Daniel Wagner		4,655,144		191,405
Igor Lychagov		—		5,587,343
		5,102,211		6,225,815
Due to related party
DBLP Sea Cow (2)		—		350,000
Daniel Wagner		899,978		147,605
Arthur Yao		137,019		61,945
Peter Vesco		—		31,248
Steve Perry		17,433		1,133
Sauvik Banerjjee		—		58,320
Anthony Sharp		—		127,325
		1,054,429		777,576
Short term convertible debt
Steve Perry		95,309		132,269
Share Subscription Receivables
Daniel Wagner		—		111,845
DBLP Sea Cow (2)		—		7,999
		—		119,844

DBLP Sea Cow Ltd. (a company incorporated in the Seychelles) (“DBLP Sea Cow”) is wholly legally owned by Dan Wagner, Chief Executive Officer of Rezolve.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

+ Details

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Assets
Cash	$ 9,450,944	$ 10,441
Accounts receivable	21,274	12,534
Prepaid expenses and other current assets	960,848	299,013
Derivative asset	2,587,581	0
Total current assets	13,020,647	321,988
Property and equipment, net	17,332	79,593
Intangible assets	6,750,178	2,134,903
Total non-current assets	6,767,510	2,214,496
Total assets	19,788,157	2,536,484
Current liabilities
Accounts payable	7,303,060	4,569,703
Due to related party (refer to note 13)	1,054,429	777,576
Accrued expenses and other payables	9,513,932	4,492,790
Short term debt to related party (refer to note 13)	5,102,211	6,225,815
Short term convertible debt	10,288,123	31,088,259
Short term convertible debt to related party (7.4)	95,309	132,269
Convertible promissory notes	6,428,825	0
Ordinary shares payable	1,206,609	8,223,928
Share-based payment liability	1,400,000	1,311,028
Advisors loans	12,812,366	0
Derivative liabilities	2,579,875	0
Total current liabilities	57,784,739	56,821,368
Total liabilities	57,784,739	56,821,368
Commitments (refer to note 16)
Shareholders' deficit
Ordinary shares, Pound Sterling 0.0001 nominal value 208,260,754 shares issued and outstanding as of December 31, 2024; 152,262,295 shares issued and outstanding as of December 31, 2023; 256,365,817 and 161,710,480 shares authorized as of December 31, 2024 and 2023 (refer to note 2.19)	26,816	127,310
Series A shares, Pound sterling 0.0001 nominal value 28,039,517 shares issued, authorized and outstanding as of December 31, 2023 and 2022	0	3,868
Additional paid-in capital	194,062,767	172,204,832
Share subscription receivable	(80)	(178,720)
Accumulated deficit	(232,075,815)	(226,291,430)
Accumulated other comprehensive loss	(10,270)	(150,744)
Total stockholders' deficit	(37,996,582)	(54,284,884)
Total liabilities and stockholders' deficit	$ 19,788,157	$ 2,536,484

Other Non-operating (income)/ expenses, net (Tables)

12 Months Ended

Dec. 31, 2024

Other Income and Expenses [Abstract]

Schedule of Other Non-operating income (expenses), net

Other non-operating income (expense), net


	December 31, 2024		December 31, 2023
Foreign exchange gain/(loss)	$	1,329,775	$	(375,298	)
R&D credits		—		497,978
Other, net		6		2,686
Total	$	1,329,781	$	125,366

Stockholders' Deficit (Details Narrative)	12 Months Ended
Stockholders' Deficit (Details Narrative)	Dec. 31, 2024 USD ($)	Feb. 29, 2024 $ / shares	Dec. 31, 2023 £ / shares
Class of Stock [Line Items]
Common stock, par value \| £ / shares			£ 0.0001
Common stock issued, value \| $	$ 16,242,944
Warrant exercise price \| $ / shares		$ 8

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27)(b))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

+ Details

- Definition

Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.

+ References + Details

Property and equipment, net - Schedule of Property and equipment, net (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Less—Accumulated depreciation	$ (153,912)	$ (115,837)
Property, Plant and Equipment, Net, Total	17,332	79,593
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	170,954	195,140
Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	$ 290	$ 290

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($)	Total	Common Stock [Member] Series A shares [Member]	Common Stock [Member] Ordinary shares [Member]	Additional paid-in capital [Member]	Accumulated deficit [Member]	Share subscription receivable [Member]	Accumulated other comprehensive income [Member]
Beginning balance, value at Dec. 31, 2022	$ (32,519,603)	$ 3,868	$ 126,677	$ 163,165,083	$ (195,555,332)	$ (178,720)	$ (81,179)
Beginning balance, shares at Dec. 31, 2022		4,575,983	151,419,672
Ordinary shares issued to related parties, value	199,974		$ 20	199,954
Ordinary shares issued to related parties, shares			26,634
Ordinary shares issued from exercise of share-options, value			$ 613	(613)
Ordinary shares issued from exercise of share-options, shares			815,989
Share-based compensation in lieu of services	115,190			115,190
Employee share-based compensation	$ 5,079,201			5,079,201
Share-based compensation - employees shares restrictions lifted, shares	9,513,181
Share-based compensation related parties, value	$ 3,646,017			3,646,017
Net Income (Loss)	(30,736,098)				(30,736,098)
Foreign currency translation gain (loss)	(69,565)						(69,565)
Ending balance, value at Dec. 31, 2023	(54,284,884)	$ 3,868	$ 127,310	172,204,832	(226,291,430)	(178,720)	(150,744)
Ending balance, shares at Dec. 31, 2023		4,575,983	152,262,295
Share-based compensation in lieu of services	1,275,000			1,275,000
Employee share-based compensation	4,314,649			4,314,649
Ordinary shares issued in lieu of cash payment for services	304,152		$ 15	304,137
Ordinary shares issued in lieu of cash payment for services, shares			104,514
Warrants issued with loan	1,784			1,784
Recapitalization upon demerger of Rezolve Limited to Rezolve AI plc, shares		(4,575,983)	4,575,983
Recapitalization upon demerger of Rezolve Limited to Rezolve AI plc		$ (3,868)	$ (107,368)	(176,274,941)	176,207,457	178,720
Share-based compensation - employees shares restrictions lifted, value	18,836,099		$ 1,210	18,834,889
Share-based compensation - employees shares restrictions lifted, shares			9,512,821
Share-based compensation related parties, value	63,001,392			63,001,392
Shares issued under the rights issue	9,011,193		$ 1,389	9,009,884		(80)
Shares issued under the rights issue, shares			11,053,076
Ordinary shares issued on conversion of senior secured convertible notes	52,401,332		$ 1,509	52,399,823
Ordinary shares issued on conversion of senior secured convertible notes, shares			12,035,025
Share-based payments for consultancy	217,365			217,365
Issuance of ordinary shares upon acquisition of Armada, shares			5,826,796
Issuance of ordinary shares upon acquisition of Armada	(9,344,318)		$ 734		(9,345,052)
Warrants exercised, shares			50,000
Warrants exercised, value	575,000		$ 7	574,993
Ordinary shares issued on conversion of advisors loans, shares			1,930,036
Ordinary shares issued on conversion of advisors loans	17,949,589		$ 254	17,949,335
Ordinary shares issued, shares			6,600,000
Ordinary shares issued, value	16,242,944		$ 1,397	16,241,547
Ordinary shares issued on conversion of convertible promissory loans	14,008,437		$ 359	14,008,078
Ordinary shares issued on conversion of convertible promissory loans, shares			4,310,208
Net Income (Loss)	(172,646,790)				(172,646,790)
Foreign currency translation gain (loss)	140,474						140,474
Ending balance, value at Dec. 31, 2024	$ (37,996,582)		$ 26,816	$ 194,062,767	$ (232,075,815)	$ (80)	$ (10,270)
Ending balance, shares at Dec. 31, 2024			208,260,754

Intangible Assets, Net - Schedule of intangible assets (Detail) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Software	$ 1,014,967	$ 1,009,272
Total	7,670,590	2,871,737
Less-Accumulated amortization for Software	(920,412)	(736,834)
Intangible assets, net	6,750,178	2,134,903
In-development Intangible Asset [Member]
Finite-Lived Intangible Assets [Line Items]
In development intangible asset	$ 6,655,623	$ 1,862,465

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Basis of Presentation and Summary of Significant Accounting Policies (Details Narrative)	12 Months Ended
	Dec. 31, 2024 USD ($) Segment shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2024 GBP (£) £ / shares shares	Dec. 31, 2024 USD ($) $ / shares shares	Dec. 31, 2023 £ / shares	Dec. 31, 2023 USD ($) shares
Accounting Policies [Line Items]
Description of number of shares issued	The number of shares issued in Rezolve AI plc to the shareholders of Rezolve Limited pursuant to the Pre-Closing Demerger was in the order of 1 share in Rezolve AI plc for each 6.13 shares held in Rezolve Limited.
Retained earnings accumulated deficit				$ (232,075,815)		$ (226,291,430)
Net Income (Loss)	$ (172,646,790)	$ (30,736,098)
Net cash provided from operations	$ (21,642,715)	(13,001,875)
Cash and cash equivalents				9,500,000		9,400,000
Net current assets				44,800,000
Cash insured with federal deposit insurance corporation \| £			£ 85,000
Preferred stock voting rights	one vote per share
Dividend on common stock declared	$ 0	0
Common Stock, Par or Stated Value Per Share \| £ / shares					£ 0.0001
Allocated share based compensation had there been no restriction	18,836,099
Estimated increase decrease in revenue due to foreign currency fluctuation	$ 18,779	14,505
Segment Reporting, CODM, Individual Title and Position or Group Name [Extensible Enumeration]	srt:ChiefExecutiveOfficerMember
Segment Reporting, CODM, Profit (Loss) Measure, How Used, Description	The CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. The Company has determined that it operates as one operating segment.
Number of reporatble segment \| Segment	1
Revenue	$ 187,788	145,051
Total operating expenses	$ 138,230,574	$ 26,151,325
Total assets				19,788,157		2,536,484
Stock split conversion ratio	0.001631
Share-based compensation - employees shares restrictions lifted, shares \| shares		9,513,181
Standby Equity Purchase Agreement [Member] \| YA [Member]
Accounting Policies [Line Items]
Remaining capital commitment facility	$ 234,400,000
Operating Segment
Accounting Policies [Line Items]
Net Income (Loss)	$ (172,646,790)	$ (30,736,098)
Number of operating segment \| Segment	1
Revenue	$ 187,788	145,051
Total operating expenses	$ 138,230,574	$ 26,151,325
Total assets				$ 19,788,157		$ 2,536,484
Oridinary Shares [Member]
Accounting Policies [Line Items]
Common Stock, Shares Authorized \| shares			256,365,817	256,365,817		161,710,480
Common Stock, Par or Stated Value Per Share \| £ / shares			£ 0.0001		0.0001
Common Stock, Shares, Outstanding \| shares			208,260,754	208,260,754		152,262,295
Common Stock, Shares, Issued \| shares			208,260,754	208,260,754		152,262,295
Common Class A [Member]
Accounting Policies [Line Items]
Common Stock, Shares Authorized \| shares						4,575,983
Common Stock, Par or Stated Value Per Share \| £ / shares					£ 0.0001
Common Stock, Shares, Outstanding \| shares						4,575,983
Common Stock, Shares, Issued \| shares						4,575,983
Armada Acquisition Corp I [Member]
Accounting Policies [Line Items]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares \| shares	5,827,796
Cash and cash equivalents threshold amount below which debt may be converted into equity				$ 20,000,000
Debt instrument non convertible portion of debt				$ 1,135,000
Loan conversion price \| $ / shares				$ 10
La Liga [Member] \| Revenue Benchmark [Member] \| Customer Concentration Risk [Member]
Accounting Policies [Line Items]
Concentration risk percentage	100.00%	100.00%

Debt and other liabilities (Tables)

12 Months Ended

Dec. 31, 2024

Debt Instrument [Line Items]

Schedule of (Gain)/loss on extinguishment


	December 31, 2024			December 31, 2023
(Gain)/loss on extinguishment
Convertible Notes (7.3)	$	39,658,290		$	—
Senior secured convertible debt (7.3)		(1,306,077	)
Convertible promissory notes (7.6)		4,175,791			—
Advisors loans (7.7)		1,804,814			—
Total	$	44,332,819		$	—

Schedule of Convertible debt

The carrying amount of the convertible debt was as follows:


	December 31, 2024			December 31, 2023
Convertible debt
Short term convertible debt to related party	$	95,309		$	132,269
Debt issuance costs		(1,590,572	)		—
Accrued interest		7,176,741			—
Discount on convertible debt		(7,401,611	)		—
Convertible debt under troubled debt restructuring		12,103,565			31,088,259
Total convertible debt under troubled debt restructuring	$	10,383,432		$	31,220,528

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Accrued Expenses and Other Payables

12 Months Ended

Dec. 31, 2024

Payables and Accruals [Abstract]

Accrued expenses and other payables

11.

Accrued expenses and other payables


	December 31, 2024		December 31, 2023
Employee related payables	$	2,225,906	$	2,632,334
Accrued expenses		5,694,788		1,323,842
VAT, duty and excise tax liability		1,557,733		188,766
Other		35,505		347,848
Total	$	9,513,932	$	4,492,790

Share-based Compensation

12 Months Ended

Dec. 31, 2024

Schedule of Share-Based Compensation Arrangements by Share-Based Payment Award [Table]

Share-based Compensation

10.

Share-based Compensation

2022 LTIP Plan

In November 2022, the Company’s Board approved the 2022 Long-Term Incentive Plan (the “2022 LTIP”). Under the 2022 LTIP, the Company was authorized to issue a maximum number of 8,596,486 ordinary shares before any grants made in the year to directors, shareholders, consultants or financers to purchase or acquire ordinary shares. After awarding 277,325 warrants (note 8), 815,661 and 4,444,773 ordinary shares to financers, a consultant and its principal shareholder and founder, respectively, the Company had 3,058,728 ordinary shares available to grant. The Company granted 2,569,331 share options under the 2022 LTIP.

The share options under the terms of the 2022 LTIP have an exercise price equal to the nominal value of £0.0001 per option. Most share options granted have service-based vesting conditions with the exception of only two employees whose combined 407,830 share options vest at the earlier of a 3-year requisite service period and an IPO. The Company’s Board was required to approve the grant of the Company’s Share options and therefore as a result of some grantees who had completed their requisite service period prior to the Board’s approval, a number of grantee’s options fully vested on the grant date, while the remainder of grantees have partially completed their requisite service period. Option holders have a 5-year period to exercise the options before they expire. Forfeitures are recognized in the period of occurrence. No share options were granted by the Company prior to 2022.


	Grants in 2022 under the 2022 LTIP
Expected term—years (1)		2.5 – 5.1
Current share value	$	1.23
Expected volatility (2)		59.6% - 63.5%
Risk-free interest rate (3)		3.8% - 4.2%
Dividend yield (4)		0%

Volatility, or the standard deviation of annualized returns, was calculated based on comparable companies’ reported volatilities.

Risk free rate was obtained from US treasury notes for the expected terms noted as of the valuation date.

The Company has assumed a dividend yield of zero as it has no plans to declare dividends in the foreseeable future.

Given the absence of a public trading market, the fair value of the Company’s ordinary share was determined using recent financing transactions with third parties. The fair value from financing transactions which occurred during the year have been compared with third-party valuations of the ordinary shares of the Company.

2023 LTIP Plan

In September 2023, the Company’s Board approved the 2023 Long-Term Incentive Plan (the “2023 LTIP”). Under the 2023 LTIP, the Company was authorized to issue a maximum number of 8,043,318 ordinary shares before any grants made in the year to directors, shareholders, consultants or financers to purchase or acquire ordinary shares. The Company granted 8,043,318 share options in the year ended December 31, 2023 including 4,078,303 share options issued to DBLP Sea Cow Ltd. (principal shareholder, and company owned by founder, chairman and CEO Dan Wagner).

The Company granted 13,611,563 share options in the year ended December 31, 2024 including 4,876,969 share options issued to DBLP Sea Cow Ltd. (principal shareholder, and company owned by founder, chairman and CEO Dan Wagner).

The 2023 LTIP also amends the 2022 LTIP (issued in November 2022) to:

Amend any who grantees whose requisite service period completes in the year 2024 to complete in the month of September 2024, and therefore consolidate the end vesting date to the month of September, and

Those whose share options whose requisite service period was meant to complete in 2025 and 2026, vest in September of those years, and

Amend the vesting profile from a cliff vesting to a graded vesting.

Executives, board members and DBLP Sea Cow Ltd who received a grant in the 2023 LTIP, vest over one year, to September 2024. As a result of the 2023 amendment to the 2022 LTIP, any grantees unrecognized compensation cost vests over their revised remaining requisite service period. The amendments did not trigger a remeasurement of the cost of the share options.

The share options under the terms of the 2023 LTIP have an exercise price equal to the nominal value of £0.0001 per option. Option holders have a 5-year period to exercise the options before they expire. Forfeitures are recognized in the period of occurrence.


	Grants in 2023 and 2024 under the 2023 LTIP
Expected term—years (1)		1 – 5.1
Current share value	$		0.10
Expected volatility (2)		59.6% - 63.5%
Risk-free interest rate (3)		3.8% - 4.2%
Dividend yield (4)		0%

(1)

(2)

Volatility, or the standard deviation of annualized returns, was calculated based on comparable companies’ reported volatilities.

(3)

Risk free rate was obtained from US treasury notes for the expected terms noted as of the valuation date.

(4)

The Company has assumed a dividend yield of zero as it has no plans to declare dividends in the foreseeable future.

Share option activity

The Company’s share option activity for the year ended December 31, 2024 was as follows:


	Number of share options			Weighted- Average Exercise Price			Weighted- Average Remaining Contractual life (years		Aggregate Intrinsic Value (In millions)
Outstanding as of December 31, 2023		10,612,649		£	0.0001
Issued		13,611,563		£	0.0001
Exercised	—				—
Cancelled/Forfeited		(587,296	)		—
Outstanding as of December 31, 2024		23,636,916		£		0.0001		6.1	$	3.8
Vested and exercisable		17,559,511		£	0.0001			4.7
Vested and expected to vest		23,636,916		£		0.0001		6.1	$	3.8

The weighted-average grant date fair-value per share of the options granted during the year December 31, 2024 and December 31, 2023 was $5.10 and $0.61, respectively. The total fair value of the options that vested during the year ended December 31, 2024 and December 31, 2023 was $68.8 million and $8,725,218, respectively.

As of December 31,2024, the Company had $6.1 million of unrecognized share-based compensation expense related to share options. This cost is expected to be recognized over a weighted-average period of 3 years and 9 months.

- Definition

Disclosure of information about share-based payment arrangement.

+ References

+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Income Statement [Abstract]
Revenue	$ 187,788	$ 145,051
Operating expenses
Cost of revenue (see note 2.15)	34,053	34,791
Sales and marketing expenses (including related party transactions of $1,011,119 and $2,072,224, see note 13)	6,285,446	6,731,254
General and administrative expenses (including related party transactions of $68,413,399 and $4,830,987, see note 13)	131,430,412	17,986,528
Other operating expenses	255,412	1,156,316
Depreciation and amortization expenses	225,251	242,436
Total operating expenses	138,230,574	26,151,325
Operating loss	(138,042,786)	(26,006,274)
Other (expense) income
Interest expense	(10,557,714)	(4,791,782)
Gain/(loss) on derivatives	19,001,681	0
Gain/(loss) on extinguishment	(44,332,819)	0
Other non-operating income (expense), net	1,329,781	125,366
Total other expenses, net	(34,559,071)	(4,666,416)
Loss before taxes	(172,601,857)	(30,672,690)
Income tax expense	(44,933)	(63,408)
Net loss and comprehensive loss	$ (172,646,790)	$ (30,736,098)
Net loss per share, basic	$ (1.06)	$ (0.2)
Net loss per share, diluted	$ (1.06)	$ (0.2)
Weighted average shares, basic	162,855,146	151,256,853
Weighted average shares, diluted	162,855,146	151,256,853

Prepayments and Other Current Assets - Summary of Prepayments and Other Current Assets (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid expenses	$ 237,462	$ 130,309
Receivable from government authorities	201	582
Input tax credit	697,214	140,432
Other receivables	25,971	27,690
Total	$ 960,848	$ 299,013

Subscription Agreement Liability (Details Narrative)	Dec. 31, 2023 £ / shares
Subscription Liability [Line Items]
Common Stock, Par or Stated Value Per Share	£ 0.0001

Debt and other liabilities - Schedule of Convertible debt (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Convertible Debt [Line Items]
Short term convertible debt to related party	$ 95,309	$ 132,269
Convertible Debt Related And Non Related Parties [Member]
Convertible Debt [Line Items]
Debt issuance costs	(1,590,572)
Accrued interest	7,176,741
Discount on convertible debt	(7,401,611)
Convertible debt under troubled debt restructuring	12,103,565	31,088,259
Convertible debt	10,383,432	31,220,528
Convertible Debt Related And Non Related Parties [Member] \| Related Party [Member]
Convertible Debt [Line Items]
Short term convertible debt to related party	$ 95,309	$ 132,269

Other Current and Long-term Liabilities - Schedule of Other Current Liabilities (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Other Liabilities, Current [Abstract]
Ordinary shares payable	$ 1,206,609	$ 8,223,928
Share-based payment liability	$ 1,400,000	$ 1,311,028

Debt and other liabilities - Schedule of the senior secured convertible note and secured convertible loans (Details) - Convertible Debt Related And Non Related Parties [Member] - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Schedule Of The Senior Secured Convertible Note And Secured Convertible Loans [Line Items]
Accrued interest	$ 4,872,506	$ 3,067,309
Amortization of debt discount	2,113,742	491,928
Interest Expense, Debt, Total	$ 6,986,248	$ 3,559,237

Share-based Compensation (Details Narrative)	12 Months Ended
Share-based Compensation (Details Narrative)	Dec. 31, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares	Dec. 31, 2022 £ / shares shares	Dec. 31, 2024 £ / shares	Dec. 31, 2024 USD ($)	Dec. 31, 2023 £ / shares shares
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based payment expense \| $	$ 63,001,392	$ 3,270,040
2022 LTIP [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based compensation by share based award number of shares authorized for issuance			8,596,486
Class of warrants or rights excercised during the period shares issued			277,325
Share based compensation by share based award number of shares available for grant			3,058,728
Share based compensation by share based award options granted during the period shares			2,569,331
Share based compensation by share based award options excercised during the period weighted average exercise price \| £ / shares			£ 0.0001
Share based compensation by share based award options granted subject to additional vesting condition in addition to service period			407,830
Share based compensation by share based award options granted subject to additional vesting condition in addition to service period term of vesting			3 years
2023 LTIP [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based compensation by share based award number of shares available for grant						8,043,318
Share based compensation by share based award options granted during the period shares	13,611,563
Share based compensation by share based award options excercised during the period weighted average exercise price \| £ / shares				£ 0.0001		£ 0.0001
Share based compensation by share based award vesting period		5 years
Share based compensation by share based award weighted average fair value of options granted during the period \| $ / shares	$ 5.1	$ 0.61
Share based compensation by share based award aggregate fair value of options vested during the period \| $	$ 68,800,000	$ 8,725,218
Number of share options Exercised	0
Share based compensation by share based award cost not yet recognized amount \| $					$ 6,100,000
Share based compensation by share based award cost not yet recognized period for recognition	3 years 9 months
DBLP Sea Cow Limited [Member] \| 2022 LTIP [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period			4,444,773
DBLP Sea Cow Limited [Member] \| 2023 LTIP [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period	4,876,969	4,078,303
Share based compensation by share based award options granted during the period shares	13,611,563	8,043,318
Advisor [Member] \| 2022 LTIP [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period			815,661
Employee Stock Option \| 2022 LTIP [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based compensation by share based award vesting period			5 years
Employee Stock Option \| 2023 LTIP [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based compensation by share based award vesting period		1 year

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Cash Flows from Operating Activities:
Net Income (Loss)	$ (172,646,790)	$ (30,736,098)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Depreciation and amortization	225,251	242,436
Impairment of loans receivable	255,412	1,156,316
Share-based compensation - employees shares restrictions lifted	18,836,099
Share based compensation for employees	4,314,649	5,079,201
Share based compensation issued to related parties	63,001,392	3,646,017
Share based compensation for consultancy services	217,365
Ordinary shares issued in lieu of cash payment for services	279,006
Advisor loan issued for services - Northlands Securities (refer to note 7.7)	5,141,250
Advisor loan issued for services - J.V.B. Financial Group (refer to note 7.7)	7,500,000
Advisor loan issued for services- Cantor Fitzgerald (refer to note 7.7)	16,000,000
Interest expense	10,557,714	4,791,782
Gain on derivatives	(19,001,681)
Loss on extinguishment	44,332,819	0
Unrealized foreign exchange (gain)/loss	(1,329,775)	375,298
Other non cash expenses	25,368
Changes in operating assets and liabilities:
(Increase) in accounts receivable	(8,739)	(3,679)
(Increase) in prepaid expense and other current assets	(906,198)	(416,069)
Increase in accounts payable, accrued expenses and other payables	1,354,146	2,310,465
Increase in payables due to related parties	209,997	552,456
Net cash used in operating activities	(21,642,715)	(13,001,875)
Cash Flows from Investing Activities:
Purchase of property and equipment	(4,774)	(14,376)
Development of intangible assets	(3,523,852)	(1,767,148)
Net cash (used in) investing activities	(3,528,626)	(1,781,524)
Cash Flows from Financing Activities:
Proceeds from merger with Armada	3,361
Proceeds from rights issuance	1,405,592	7,767,674
Proceeds from short-term debt from related party	6,623,541	4,369,413
Repayment of short-term debt obligation from related parties	(1,153,750)	(250,000)
Proceeds from convertible promissory loans	11,859,249
Repayment of promissory notes	(1,471,852)
Proceeds from promissory notes	399,982
Proceeds from issuance of common stock to related parties		199,974
Repayments of rights issue	(100,000)
Proceeds from issuance of ordinary shares	16,444,773
Proceeds from exercise of warrants	575,000
Proceeds from long-term debt obligation		2,625,000
Net cash flow generated from financing activities	34,585,896	14,712,061
Effect of exchange rate changes on cash	25,948	42,399
Net change in cash	9,440,503	(28,939)
Cash and cash equivalents, beginning of year	10,441	39,380
Cash and cash equivalents, end of year	9,450,944	10,441
Supplemental disclosure of noncash investing and financing activities
Share-based payment for development of intangible asset	1,275,000	115,190
Cash paid for interest	114,966
Cash paid for taxes	0
Accrued interest payable converted to principal	$ 1,339,800	$ 4,040,989

Basis of Presentation and Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

2.1

Basis of presentation

The net liabilities of Armada are recorded at their acquisition-date fair value in the Consolidated Financial Statements as follows:


Cash and cash equivalents	$	3,361
Prepaid expenses		169,425
Accounts payable and accrued expenses		(4,873,019	)
Debt (promissory notes)		(3,144,883	)
Other current liabilities		(1,499,936	)
Net liabilities acquired	$	(9,345,052	)
Accumulated Deficit	$	(9,345,052	)

These Consolidated Financial Statements of Rezolve AI plc and subsidiaries have been prepared on the following basis:

•

Basis of consolidation

2.2.

Basis of consolidation

All intercompany balances and transactions have been eliminated.

A list of subsidiaries and Rezolve AI plc’s holding as of December 31, 2024 and 2023 is as follows:


Name of the entity	Date of incorporation	Country of incorporation	Group shareholding (%)
Rezolve Taiwan Limited	November 9, 2000	Taiwan	100%
Rezolve Technology (India) Private Limited	March 19, 2021	India	100%
Rezolve Mobile Commerce Inc.	April 20, 2016	United States of America	100%
Rezolve Technology S.L.	August 25, 2020	Spain	100%
Rezolve AI IP Holdings Limited	December 19, 2024	United Kingdom	100%
Armada Acquisition Corp. I	August 15, 2024	United States of America	100%

The Consolidated Financial Statements have been prepared using the United Stated Dollar ($) as its reporting currency.

Use of Estimates

2.5

Use of estimates

Foreign currency translation and transactions

2.6.

Foreign currency translation and transactions

Cash

2.7.

Cash

Accounts receivable, net

2.8.

Accounts receivable, net

Property and equipment

2.9.

Property and equipment


Assets		Useful life
Computers		3 years
Office equipment		3 years

Repairs and maintenance of property and equipment are expensed as incurred; enhancements and improvements that extend the life of property and equipment are capitalized into their cost.

Intangible assets

2.10.

Intangible assets

Intangible assets consist of computer software and internal-use software.

Computer software

The initial useful lives of computer software assets as estimated by management are summarized as follows:


Assets		Useful life
Software		5 years

Internal-use software

amount of the asset may not be fully recoverable. There were no indicators of impairment for internal-use software as of December 31, 2024 and December 31, 2023 and the years then ended.

Impairment of assets

2.11.

Impairment of assets

There were no indicators of impairment for any of the long-lived assets as of December 31, 2024 and December 31, 2023 and the years then ended.

Convertible Debt

2.12.

Convertible Debt

Convertible notes are regarded as hybrid instruments, consisting of a liability component and an equity component.

Deferred financing costs

2.13.

Deferred financing costs

Revenue recognition

2.14.

Revenue recognition

Under ASC 606, the Company determines revenue recognition through the following steps:

•

Identifying the contract, or contracts, with the customer;

•

Identifying the performance obligations in the contract;

•

Determining the transaction price;

•

Allocating the transaction price to performance obligations in the contract; and

•

Recognizing revenue when, or as, the Company satisfies performance obligations by transferring the promised goods or services.

Ticketing Commissions (Spain)

Revenue is recognized in accordance with ASC 606 “Revenue from Contracts with Customers” at the point in time when a football ticket is sold on our platform technology.

Cost of revenue

2.15.

Cost of revenue

Cost of revenues consists of expenses incurred directly in relation to the earning of revenues such as partner’s fees and the impairment of current assets (see note 2.11).

Operating segments

2.16.

Operating segments

The CODM does not review segment assets at a different level or category than those disclosed in the consolidated balance sheet.

Research and development credits

2.17.

Research and development credits

Share-Based Compensation

2.18.

Share-based compensation

Shareholders' deficit and reserves

2.19.

Shareholders’ deficit and reserves

Authorized and Outstanding Shares

•

Series A shares: £0.0001 nominal value 4,575,983 shares issued, authorized and outstanding as of December 31, 2023.

Fair Value Measurements

2.20.

Fair value measurement and concentration of credit risk

•

Level 1—Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

•

Level 3—Inputs are unobservable inputs for the asset or liability.

The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest-level input that is significant to the fair value measurement in its entirety.

Fair value measurement at reporting date:


Description		Level 1		Level 2		Level 3
December 31, 2024
Fair value on recurring basis
(1) Share-based payment liability	$	—	$	—		$		1,400,000
(2) Derivative liability	$	—	$		2,579,875	$	—
(2) Derivative asset	$	—	$		2,587,581	$	—
December 31, 2023
Fair value on recurring basis
(1) Share-based payment liability	$	—	$	—		$		1,311,028

(3)

The fair value of the share-based payment liability was valued using a discounted cash flow method using a risk adjusted discount rate of 10.8%. See note 7.5.

(4)

•

Senior secured convertible notes (note 7.3);

•

YA notes (note 7.6);

•

Promissory notes (note 7.6)

The carrying amount of the Company’s cash, accounts receivable, accounts payable and accrued expenses approximated their fair values due to their short term to maturity.

Credit risk


	December 31, 2024		December 31, 2023
DLA Piper LLP	70	%	10	%
Donnelley Financial LLC	16	%	Less than 10%
KPMG LLP	Less than 10%		10	%
Taylor Wessing LLP	Less than 10%		13	%
Wilson Sonsini Goodrich & Rosati	Less than 10%		14	%

Foreign currency risk

Revenue risk

Income Taxes

2.21.

Income taxes

Loss and earnings per share

2.22.

Loss and earnings per share


	December 31, 2024		December 31, 2023
Convertible debt (note 7)		10,944,628		3,929,566
Shares payable (note 7)		1,543,664		140,000
Warrants		13,019,976		3,521,846
Share options		17,559,511		848,287
Convertible promissory notes		2,639,169	—
Series A preferred shares	—			4,574,146
Advisors Loans (note 7)		2,335,092	—
Total		48,042,040		13,013,845

Recently issued and adopted accounting pronouncements

In March 2024, Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements (“ASU 2024-02”), which is intended to simplify the Codification and draw a distinction between authoritative and non-authoritative literature. ASU 2024-02 is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company is currently assessing the impact of ASU 2024-02 on its consolidated financial statements.

In December 2023, the FASB issued Accounting Standards Update No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires additional disclosures related to rate reconciliation, income taxes paid, and other disclosures. Under ASU 2023-09, for each annual periods presented, public entities are required to (1) disclose specific categories in the tabular rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. In addition, ASU 2023-09 requires all reporting entities to disclose on an annual basis the amount of income taxes paid disaggregated by federal, state, and foreign taxes as well as the amount of income taxes paid by individual jurisdiction. ASU 2023-09 is effective for public business entities for annual periods beginning after December 15, 2024, and can be applied on a prospective

basis with an option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2023-09 on its consolidated financial statements and related disclosures.

In November 2023, the FASB issued Accounting Standards Update 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires incremental disclosures related to a public entity’s reportable segments. Required disclosures include, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount for other segment items (which is the difference between segment revenue less segment expenses and less segment profit or loss) and a description of its composition, the title and position of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard also permits disclosure of more than one measure of segment profit. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.The adoption had no impact on the reportable segment the Company has identified, and additional required disclosures have been included in Note 2.16.

In October 2023, the FASB issued Accounting Standards Update 2023-06, Disclosure Improvements (“ASU 2023-06”), to clarify or improve disclosure and presentation requirements of a variety of topics and align the requirements in the FASB ASC with the SEC’s regulations. The amendments in ASU 2023-06 will become effective on the date the related disclosures are removed from Regulation S-X or Regulation S-K by the SEC, and will no longer be effective if the SEC has not removed the applicable disclosure requirement by June 30, 2027. Early adoption is prohibited. The Company is currently evaluating the impact of ASU 2023-06 on its consolidated financial statements and disclosures.

Income Taxes (Details Narrative) - USD ($)	12 Months Ended
Income Taxes (Details Narrative) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Uncertain tax position recognized	$ 0	$ 0

Property and equipment, net

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

Property and equipment, net


		December 31, 2024				December 31, 2023
Computers	$		170,954		$		195,140
Office equipment			290			290
Less—Accumulated depreciation			(153,912	)			(115,837	)
Property and equipment, net	$		17,332		$		79,593

Depreciation expense for the years ended December 31, 2024 and 2023 was $41,673 and $44,556 respectively.

Commitments

12 Months Ended

Dec. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments

16. Commitments

On October 3, 2024, the Company announced that it entered into a commercial agreement with Microsoft Corporation. Through this collaboration, Rezolve’s Brain Suite, including Brain Commerce, Brain Checkout, and Brain Assistant, will be powered by Microsoft Azure and available globally via Microsoft’s Azure Marketplace and co-sell channels. The Company is committed to spend £117.98 million (approximately $147.66 million at December 31, 2024) under this agreement to purchase eligible services and offerings from Microsoft over the next 5 years.

On November 20, 2024, the Company announced that it entered into a commercial agreement with Google Cloud EMEA Ltd (“Google”). Through this collaboration, Google will resell Rezolve AI’s Brain Suite. The Company’s commitments to purchase eligible services and offerings from Google is summarized in the table below:


	Commitment amount
Commitment period 1 (a)	$	1,000,000
Commitment period 2 (b)		3,000,000
Commitment period 3 (c)		6,000,000
Total Commitment	$	10,000,000

(a) The period starting on November 15, 2024 and continuing for 12 months.

(b) The period starting at the end of Commitment Period 1 and continuing for 12 months.

Other Non-operating (income)/ expenses, net - Summary of Other Non-operating (income)/ expenses, net (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Other Income and Expenses [Abstract]
Foreign exchange gain/(loss)	$ (1,329,775)	$ 375,298
R&D credits		(497,978)
Other, net	(6)	(2,686)
Total	$ (1,329,781)	$ (125,366)

Property and equipment, net (Details) - USD ($)	12 Months Ended
Property and equipment, net (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
Depreciation	$ 41,673	$ 44,556