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REGISTERED NUMBER: 10157450 (England and Wales)














UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

FOR

UCAPITAL LTD

UCAPITAL LTD (REGISTERED NUMBER: 10157450)

CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022










Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 4


UCAPITAL LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2022







DIRECTORS: Mr Gianmaria Feleppa
Ms Elisabetta Mimosa Feleppa





REGISTERED OFFICE: C/o Michael Filiou Ltd
Salisbury House
81 High Street
Potters Bar
Hertfordshire
EN6 5AS





REGISTERED NUMBER: 10157450 (England and Wales)





ACCOUNTANTS: Michael Filiou Ltd
Chartered Certified Accountants
www.michaelfiliou.com
Salisbury House
81 High Street
Potters Bar
Hertfordshire
EN6 5AS

UCAPITAL LTD (REGISTERED NUMBER: 10157450)

BALANCE SHEET
31 DECEMBER 2022

2022 2021
Notes €    €    €    €   
FIXED ASSETS
Tangible assets 5 13,050 15,750
Investments 6 4,653,662 3,366,641
4,666,712 3,382,391

CURRENT ASSETS
Debtors 7 1,507,455 609,601
Investments 8 3,000 3,000
Cash at bank 418,249 1,598
1,928,704 614,199
CREDITORS
Amounts falling due within one year 9 643,380 168,018
NET CURRENT ASSETS 1,285,324 446,181
TOTAL ASSETS LESS CURRENT
LIABILITIES

5,952,036

3,828,572

CREDITORS
Amounts falling due after more than one year 10 546,751 1,927,501
NET ASSETS 5,405,285 1,901,071

CAPITAL AND RESERVES
Called up share capital 11 82,693 66,945
Share premium 12 5,265,947 1,797,446
Retained earnings 12 56,645 36,680
SHAREHOLDERS' FUNDS 5,405,285 1,901,071

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2022.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2022 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

UCAPITAL LTD (REGISTERED NUMBER: 10157450)

BALANCE SHEET - continued
31 DECEMBER 2022


The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 28 November 2023 and were signed on its behalf by:





Mr Gianmaria Feleppa - Director


UCAPITAL LTD (REGISTERED NUMBER: 10157450)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022


1. STATUTORY INFORMATION

Ucapital Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Euro (€).


2. STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements
The financial statements contain information about Ucapital Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Short leasehold - Over the term of lease

Investments in subsidiaries and associates
Investments in subsidiary and associate undertakings are recognised at cost.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

UCAPITAL LTD (REGISTERED NUMBER: 10157450)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2022


3. ACCOUNTING POLICIES - continued

Foreign currencies
Assets and liabilities in foreign currencies are translated into Euro at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into Euro at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

4. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2021 - 2 ) .

5. TANGIBLE FIXED ASSETS
Short
leasehold
€   
COST
At 1 January 2022
and 31 December 2022 16,200
DEPRECIATION
At 1 January 2022 450
Charge for year 2,700
At 31 December 2022 3,150
NET BOOK VALUE
At 31 December 2022 13,050
At 31 December 2021 15,750

6. FIXED ASSET INVESTMENTS
Shares in Interest
group in Unlisted
undertakings associate investments Totals
€    €    €    €   
COST
At 1 January 2022 56,001 2,335,640 975,000 3,366,641
Additions 1,287,021 - - 1,287,021
Reclassification/transfer 2,320,640 (2,320,640 ) - -
At 31 December 2022 3,663,662 15,000 975,000 4,653,662
NET BOOK VALUE
At 31 December 2022 3,663,662 15,000 975,000 4,653,662
At 31 December 2021 56,001 2,335,640 975,000 3,366,641

UCAPITAL LTD (REGISTERED NUMBER: 10157450)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2022


6. FIXED ASSET INVESTMENTS - continued

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries


Ucapital S.R.L.
Registered office: Via Dei Piatti 11, Milan 20123, Italy
Nature of business: Computer programming
%
Class of shares: holding
Ordinary €1 100.00

Ucapital Investment Ltd
Registered office: C/O Michael Filiou Limited, Salisbury House, 81 High Street, Potters Bar, Hertfordshire EN6 5AS, U.K.
Nature of business: Asset management and investment
%
Class of shares: holding
Ordinary 100.00

Ucapital24 S.P.A.
Registered office: Via Dei Piatti 11, Milan 20123, Italy
Nature of business: Computer programming
%
Class of shares: holding
Common and voting 50.83

Ucapital24 SPA is listed in the AIM Italia, which is regulated and managed by Borsa Italiana but is not a regulated market in EEA under the EU EMIR (European Market Infrastructure Regulation).

Associated company

Trade Capital Italia S.P.A.
Registered office: Corso Giacomo Matteotti 1, Milan 20121, Italy
Nature of business: Fintech asset brokerage
%
Class of shares: holding
Ordinary 30.00

The company also has participating interests in the following unlisted entities:

Name of entity

Registered office

Nature of business
Class of
shares
Holding %
Direct

Aleph Finance Group Plc United Kingdom Asset management and
brokerage
Ordinary 4.75

During the year, Ucapital Ltd increased its shareholdings in Ucapital24 SPA by acquiring a further 981,763 shares in that company for €1,237,021, and in Ucapital SRL from 60% to 100% of the entire share capital of €90,000.

UCAPITAL LTD (REGISTERED NUMBER: 10157450)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2022


7. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2022 2021
€    €   
Trade debtors 191,732 51,645
Amounts owed by group undertakings 584,514 368,000
Amounts owed by associates - 161,812
Rent deposit paid 49,418 27,000
Overseas taxation 19,913 1,144
Called up share capital not paid 650,000 -
Prepayments 11,878 -
1,507,455 609,601

8. CURRENT ASSET INVESTMENTS
2022 2021
€    €   
Other investments 3,000 3,000

9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2022 2021
€    €   
Bank loans and overdrafts 2,661 2,611
Trade creditors 56,930 10,993
Corporation tax 14,458 9,342
Overseas taxation 745 745
VAT 4,586 11,327
Other creditors 555,000 100,000
Deferred income - 21,000
Accrued expenses 9,000 12,000
643,380 168,018

10. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
2022 2021
€    €   
Shareholders' loan 546,751 1,927,501

11. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2022 2021
value: €    €   
73,180 Ordinary €1.13 82,693 66,945

During the year, the company issued 13,937 new ordinary shares of €1.13 each for a total value of €3,484,250.

UCAPITAL LTD (REGISTERED NUMBER: 10157450)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2022


12. RESERVES
Retained Share
earnings premium Totals
€    €    €   

At 1 January 2022 36,680 1,797,446 1,834,126
Profit for the year 19,965 19,965
Cash share issue - 746,610 746,610
Payment in kind - 2,721,891 2,721,891
At 31 December 2022 56,645 5,265,947 5,322,592

13. RELATED PARTY DISCLOSURES

Ucapital Investment Ltd
Ucapital Investment Ltd is an immediate subsidiary company incorporated in United Kingdom in which Mr G Feleppa is a director and sole shareholder. At the balance sheet date, Ucapital Investment Ltd owed €80,850 (2021 - €78,000) to the company. This is an unsecured interest-free loan which is repayable on demand.

Ucapital S.R.L.
Ucapital SRL is an immediate subsidiary company incorporated in Italy in which Mr G Feleppa is a director. At the balance sheet date, Ucapital SRL owed €359,173 (2021 - €290,000) to the company. This is an unsecured interest-free loan which is repayable on demand.

Ucapital24 S.P.A.
Ucapital24 SPA is an immediate subsidiary company incorporated in Italy in which Mr G Feleppa is a director. At the balance sheet date, Ucapital24 SPA owed €142,391 (2021 - €161,812) to the company. This is an unsecured interest-free loan which is repayable on demand.

Ucapital24 Ltd
Ucapital24 Ltd is a wholly owned subsidiary company of Ucapital24 SPA, and incorporated in United Kingdom in which Mr G Feleppa is a director. At the balance sheet date, Ucapital24 Ltd owed €2,100 (2021 - €Nil) to Ucapital Ltd. This is an unsecured interest-free loan which is repayable on demand.

14. ULTIMATE CONTROLLING PARTY

The controlling party is Mr Gianmaria Feleppa.

He is considered to be the controlling party by virtue of his majority shareholding, directly and indirectly, in the issued share capital of the company.