Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2023
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COMPANY INFORMATION
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CONTENTS
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STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors represent the Strategic Report of LL Pay UK Limited ("the Company") for the year ended 31 December 2023.
LL Pay UK Limited was established in 2016 and obtained authorisation from the Financial Conduct Authority (FCA) to provide money remittance services on 30 April 2018. LL Pay UK Limited has a year end of 31 December 2023. The Company is part of Lianlian Group which is one of the largest non-banking third party payment services providers in China. The Company is principally engaged in provision of payment processing services to assist the Chinese merchant clients of Lianlian International Company Limited to receive payment for goods purchased by their customers and also make payments to the tax authorities on their behalf. Chinese merchants sell their products via online platforms, to customers including those in the UK and Europe.
In order to fund operations of this Company, the Company issued 50,000 shares of £1 each in 2017 and 300,000 additional shares of £1 each in 2019 to Lianlian Hong Kong Company Limited. LL Pay UK limited was sold to Lianlian Pay Global Limited for USD 394,849 on 05 August 2022 as part of the cross border business restructuring by Lianlian Group.
Overview of LLUK’s achievement in 2023
In 2023 the Lianlian Group made an adjustment of its global business strategy by re-focusing on China-originated businesses and consolidating payment businesses generated by local teams in the group’s international subsidiaries. As a part of the adjustment, we made changes on the LLUK’s management and team. The new management that was appointed to LLUK to lead the transition of the operations had more extensive experience working with the China headquarters. Even with the business adjustment and management change in June, LLUK continued to play a key role in the group company’s global network. Its main focus was pivoted back to helping the China- and Hong Kong-based merchants to collect their sales proceeds from e-commerce platform partners. To a lesser extent, we also developed local businesses by assisting merchants’ VAT payment to tax authorities. In a nutshell, in 2023 we were able to achieve:
∙Business Recalibration: LLUK was able to restructure its businesses and strengthen its partner relationships with 14 e-commerce platform partners. We outlined the strategic vision for 2024 and tiered platforms for management efficiency and growth. The tie with the headquarter was also reconstructed when we build streamlined processes to take in requests from China for emerging business opportunities. On the other hand, we also enhanced the UK Virtual Account (VA) user experience and wallet product features by working closely with the product team in the headquarters.
∙Mild financial growth: Both e-commerce collection revenue and UK VA had a positive growth YoY. Both the e-wallet income and bank expenses grew by 34% over 2022, contributing to the increase of the gross profit by 33%. In the meantime, the global expenses increased by 42% as a result of the strategy adjustments, accounted for mainly using contractors and the change of the registered office address.
∙Enhanced compliance framework: Further enhancements on LLUK's Anti-Financial Crime Programme, including but not limited to new risk management framework, refreshment of policies and procedures and implementation of systematic controls, after the new appointment of MLRO.
∙Pan-Europe Synergy: Adjusted UK office structure based on company global strategy and EU expansion. After the establishment of Lianlian’s Luxembourg office, we adopted a coordinated product, partnership and go-to-market approach with the UK market and the EU market to improve the overall efficiency of LLUK and Lianlian Luxembourg company.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The principal risk of the Company arises from the single business structure and the single customer group.
The main credit risk of the Company is its exposure to exchange rate movements. In the group company, the management set the specialised foreign exchange team to adopt market monitoring and forecasting strategies to manage foreign exchange risk. Since we have different kinds of currency for different entities, we manage these FX risks at the group level.
The main financial key performance indicator is to stay cautious in operating expenses and cost and try to expand the business as well.
Administrative expenses increased by 30% to £994,343 due to the increase in labour costs. Since the business expansion requires more human resources, labour costs were increased significantly in 2023 compared with 2022. Staff retention is a KPI at the group level, however due to the limited amount of employees in the business and the companies current retention rates, no concerns have been identified.
This report was approved by the board on 23 September 2024 and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors present their report and the financial statements for the year ended 31 December 2023.
The profit for the year, after taxation, amounted to £42,770 (2022:£55,578).
The net assets for the year ended 31 December 2023 were £521,250 (2022: £478,480)
The directors do not recommend the payment of a dividend for the year ended 31 December 2023 (2022: £Nil)
The directors who served during the year were:
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The company is viewed as continuing in business for the foreseeable future with neither the intention nor necessity of liquidation, ceasing trading or seeking protection from creditors pursuant to laws or regulations. The directors have considered the current cash position of the Company and its cash flow forecasts and remain confident that the Company will be able to meet its on-going obligations as they arise for the next 12 months from the date of approval of the financial statements. As a result, the directors continue to prepare the financial statements on a going concern basis.
2024 and future business plans for LLUK
LLUK’s main task for 2024 is to build on the strength of its 2023 performance by expanding the depth and scale of our businesses and entering into more partnerships, offering better services to our merchants and partners. Specifically, we intend to allocate our resources and efforts in the following areas:
∙Enhance the partnership with existing e-commerce platforms while continuing to expand our reach to new e-marketplace players. Currently, LLUK is only assisting the sales proceeds collection on behalf of Chinese and Hong Kong merchants. As more local merchants set up their UK presence (even though their operations remain situated in China/HK), we need to serve these merchants when and where they launch their UK operations. We strive to enhance collaboration with tier 1 e-commerce platforms to provide better client experiences. At the same time, our business development teams have been exploring ways to tap the local markets for new partnerships.
∙Collaborate with local PSPs to help them pay out to China. We leverage our unique strength in HK/China to help UK PSPs convert their payment into local currency and pay out to China, where the currency and payment are highly regulated. We believe that the demand for such service and the transaction value are potentially high. It is the plain vanilla type of services that do not call for a lot of customisation and should suit the lean business service model we intend to build for LLUK.
∙Expand our banking channels. By collaborating with the global banking partners team at the head office of the group, we will build more diversified banking channels that will match the risk profile and product capabilities of our customers.
We may experience challenges in executing our plan for 2024 and the future, such as:
∙Limited resources to explore local opportunities. Currently LLUK has only a lean team mainly to support the China originated business. In order to capture local UK opportunities, experienced and qualified sales staff may need to be added.
∙Collaboration with the head office team. Due to the time difference between UK and China, extra attention and effort need to be spent on improving communication efficiencies. Collaboration with the headquarter team is crucial as the UK office relies on support from the headquarters in product, IT, and marketing capabilities. It is also important that the UK personnel to receive training at the headquarters for local market development, which may become a strain on the budget and manpower.
∙Ever-changing regulatory requirements. As we are in a regulated business, it is of utmost importance to keep track of the ever-changing regulatory requirements and make sure that our policies and procedures stay up to date to not only meet the regulatory requirements, but also to deliver to our customers the best user experiences as we can.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Under section 487(2) of the Companies Act 2006, Greenback Alan LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.
This report was approved by the board on
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LL PAY UK LIMITED
We have audited the financial statements of LL PAY UK LIMITED (the 'Company') for the year ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LL PAY UK LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LL PAY UK LIMITED (CONTINUED)
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LL PAY UK LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed as follows.
We obtained a general understanding of the legal and regulatory framework through enquiry of management concerning their understanding of relevant laws and regulations; the entity’s policies and procedures regarding compliance; and how they identify, evaluate and account for litigation claims. We also drew on our existing understanding of the company’s industry and regulation.
We understand that the company is complying with the framework through having in place robust procedures and policies that are developed with and monitored by the parent company and by outsourcing and taking external professional legal, tax and accounting advice on relevant specialist functions and areas including the preparation of financial statements and corporate tax compliance.
In the context of the audit, we considered those laws and regulations which determine the form and content of the financial statements; which are central to the company’s ability to conduct its business; and where failure to comply could result in material penalties. We identified the following laws and regulations as being of significance in the context of the company: Payment Services Regulations 2017, Electronic Money Regulations, Companies Act 2006, FRS 102 and UK corporate tax laws.
The procedures we carried out to gain sufficient appropriate audit evidence in the above areas included:
∙Assessing the susceptibility of the company’s financial statements to material misstatements, including how fraud might occur by considering the controls that the company has established to address the risks identified by the company and to prevent and detect fraud and identifying the risk of material fraud related to management override of controls.
∙Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud and error.
∙Understanding the potential for override of these controls on the financial reporting process, and how those charged with governance address these override potentials.
∙Performing tests of controls and substantive testing on appropriate samples, and investigating any discrepancies identified.
∙Documenting the assumptions and judgments made by management in their significant accounting estimates and challenging these with management.
∙Identifying and testing journal entries, particularly those around year-end, and involving unusual postings, account combinations, or amounts.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LL PAY UK LIMITED (CONTINUED)
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants
89 Spa Road
SE16 3SG
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
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STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 17 to 28 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
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STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
LL Pay UK Limited (the "Company") is a private Company limited by shares and incorporated in the England and Wales. The address of its registered office is Browne Jacobson LLP, 15th Floor, 6 Bevis Marks, London EC3A 7BA.
The Company is principally engaged in provision of payment processing services to assist the Chinese merchant clients of Lianlian International Company Limited to receive payment for goods purchased by their customers and also make payments to the tax authorities on their behalf.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company is viewed as continuing in business for foreseeable future with neither the intention nor necessity of liquidation, ceasing trading or seeking protection from creditors pursuant to laws or regulations. The directors have considered the current cash position of the Company and its cash flow forecasts and remain confident that the Company will be able to meet its ongoing obligations as they arise for the foreseeable future, As a result, the directors continue to prepare the financial statements on a going concern basis.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measure initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measure, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan. Financial assets that are measure at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income. For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. Financial assets and liabilities are offset and the net amount reported in the Statement of the Financial Position when there is an enforceable right to set off the recognised amounts and there is
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
10.Taxation (continued)
The Finance Bill 2021 was substantively enacted on 10 June 2021, as a result the main rate of corporation tax rose from 19% to 25% from 1 April 2023. The standard rate of 23.52% is based on the old tax rate of 19% and new 25% on time-apportioned profit for the year ended 31 December 2023.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
15.Deferred taxation (continued)
Profit and loss account
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The immediate parent undertaking, Lianlian Pay Global Limited (Cayman) is the smallest group to consolidate these financial statements and the largest group to consolidate these financial statements is the Lianlian DigiTech Co., Ltd which is the ultimate parent company.
Name Place of registration Registered share capital Principal activities
Lianlian Pay Global Ltd Cayman Islands USD 50,000 Investment holding (Controlling party) Lianlian DigiTech Co., Ltd Hangzhou, China RMB 1,014,760,000 Investment holding (Ultimate parent)
There are no post balance sheet events to disclose.
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