REGISTERED NUMBER: |
ABRIDGED UNAUDITED FINANCIAL STATEMENTS |
FOR THE PERIOD |
1 JANUARY 2023 TO 30 DECEMBER 2023 |
FOR |
UCAPITAL LTD |
REGISTERED NUMBER: |
ABRIDGED UNAUDITED FINANCIAL STATEMENTS |
FOR THE PERIOD |
1 JANUARY 2023 TO 30 DECEMBER 2023 |
FOR |
UCAPITAL LTD |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE PERIOD 1 JANUARY 2023 TO 30 DECEMBER 2023 |
Page |
Company Information | 1 |
Abridged Balance Sheet | 2 |
Notes to the Financial Statements | 4 |
UCAPITAL LTD |
COMPANY INFORMATION |
FOR THE PERIOD 1 JANUARY 2023 TO 30 DECEMBER 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
ACCOUNTANTS: |
Chartered Certified Accountants |
www.michaelfiliou.com |
Salisbury House |
81 High Street |
Potters Bar |
Hertfordshire |
EN6 5AS |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
ABRIDGED BALANCE SHEET |
30 DECEMBER 2023 |
2023 | 2022 |
Notes | € | € | € |
FIXED ASSETS |
Intangible assets | 5 |
Tangible assets | 6 |
Investments | 7 |
Investment property | 8 |
CURRENT ASSETS |
Debtors |
Investments |
Cash at bank |
CREDITORS |
Amounts falling due within one year |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
NET ASSETS |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
ABRIDGED BALANCE SHEET - continued |
30 DECEMBER 2023 |
2023 | 2022 |
Notes | € | € | € |
CAPITAL AND RESERVES |
Called up share capital | 9 |
Share premium | 10 |
Retained earnings | 10 | ( |
) |
SHAREHOLDERS' FUNDS |
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. |
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 |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE PERIOD 1 JANUARY 2023 TO 30 DECEMBER 2023 |
1. | STATUTORY INFORMATION |
Ucapital Ltd is a |
The presentation currency of the financial statements is the Euro (€). |
2. | STATEMENT OF COMPLIANCE |
3. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
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. |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Short leasehold | - |
Investments in subsidiaries and associates |
Investments in subsidiary and associate undertakings are recognised at cost. |
Investment property |
Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 1 JANUARY 2023 TO 30 DECEMBER 2023 |
3. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the period 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. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
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 period was |
5. | INTANGIBLE FIXED ASSETS |
Totals |
€ |
COST |
Additions |
At 30 December 2023 |
NET BOOK VALUE |
At 30 December 2023 |
In February 2023, the company purchased the Fintech platform created and managed by Feleppa Investments Ltd at the cost of €25,000,000 in exchange for 925,925,926 new ordinary shares of €0.000113 each in Ucapital Ltd. |
In July 2023, the company purchased the Ucapital Sparks platform also created and managed by Feleppa Investments Ltd at the cost of €25,000,000 in exchange for 960,000,000 new ordinary shares of €0.000113 each in Ucapital Ltd. |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 1 JANUARY 2023 TO 30 DECEMBER 2023 |
6. | TANGIBLE FIXED ASSETS |
Totals |
€ |
COST |
At 1 January 2023 |
and 30 December 2023 |
DEPRECIATION |
At 1 January 2023 |
Charge for period |
At 30 December 2023 |
NET BOOK VALUE |
At 30 December 2023 |
At 31 December 2022 |
7. | FIXED ASSET INVESTMENTS |
Information on investments other than loans is as follows: |
Totals |
€ |
COST |
At 1 January 2023 | 4,653,662 |
Additions | 15,497,743 |
At 30 December 2023 | 20,151,405 |
NET BOOK VALUE |
At 30 December 2023 | 20,151,405 |
At 31 December 2022 | 4,653,662 |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Via Dei Piatti 11, Milan 20123, Italy |
Nature of business: |
% |
Class of shares: | holding |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 1 JANUARY 2023 TO 30 DECEMBER 2023 |
7. | FIXED ASSET INVESTMENTS - continued |
Registered office: C/O Michael Filiou Limited, Salisbury House, 81 High Street, Potters Bar, Hertfordshire EN6 5AS, U.K. |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Via Dei Piatti 11, Milan 20123, Italy |
Nature of business: |
% |
Class of shares: | holding |
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 companies |
Registered office: 2 Salisbury Road, London, N4 1JZ |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Corso Giacomo Matteotti 1, Milan 20121, Italy |
Nature of business: |
% |
Class of shares: | holding |
8. | INVESTMENT PROPERTY |
Total |
€ |
FAIR VALUE |
Additions |
At 30 December 2023 |
NET BOOK VALUE |
At 30 December 2023 |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 1 JANUARY 2023 TO 30 DECEMBER 2023 |
9. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | € | € |
Ordinary | €0.000113 | 339,153 | - |
Ordinary | €1.13 | - | 82,693 |
339,153 | 82,693 |
During February 2023, 1,800 ordinary shares of €1.13 each were redeemed and cancelled. The total shares in issue of 71,380 ordinary shares were then subdivided into 10,000 ordinary shares of €0.000113 each for every 1 ordinary share of €1.13 each. |
The company issued 2,287,557,508 ordinary shares of €0.000113 each after the subdivision of the ordinary shares. |
The total shares in issue at 31 December 2023 is 3,001,357,508 ordinary shares of €0.000113 each, of which the aggregate nominal value is €339,153 with share premium of €79,239,487. |
10. | RESERVES |
Retained | Share |
earnings | premium | Totals |
€ | € | € |
At 1 January 2023 | 5,322,592 |
Deficit for the period | ( |
) | ( |
) |
Cash share issue | - | 6,158,099 | 6,158,099 |
Payment in kind | - | 67,815,441 | 67,815,441 |
At 30 December 2023 | ( |
) | 77,299,396 |
UCAPITAL LTD (REGISTERED NUMBER: 10157450) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 1 JANUARY 2023 TO 30 DECEMBER 2023 |
11. | 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 €86,550 (2022 - €80,850) 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 €381,173 (2022 - €359,173) 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 €1,744,263 (2022 - €142,391) 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 €5,790 (2022 - €2,100) to Ucapital Ltd. This is an unsecured interest-free loan which is repayable on demand. |
12. | ULTIMATE CONTROLLING PARTY |
The controlling party is Mr G 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. |