Company Registration No. NI622024 (Northern Ireland)
VELA TRADING SYSTEMS UK LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
VELA TRADING SYSTEMS UK LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 8
VELA TRADING SYSTEMS UK LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Non-current assets
Intangible assets
4
4,687
Property, plant and equipment
5
8,136
31,467
8,136
36,154
Current assets
Trade and other receivables
6
2,025,706
2,127,430
Cash and cash equivalents
14,127
22,624
2,039,833
2,150,054
Current liabilities
7
(153,102)
(334,274)
Net current assets
1,886,731
1,815,780
Total assets less current liabilities
1,894,867
1,851,934
Equity
Called up share capital
8
1
1
Retained earnings
1,894,866
1,851,933
Total equity
1,894,867
1,851,934
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 2 June 2025 and are signed on its behalf by:
P Feret
Director
Company Registration No. NI622024
VELA TRADING SYSTEMS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information
Vela Trading Systems UK Limited is a private company limited by shares incorporated in Northern Ireland. The registered office is Adelaide Exchange, 24 - 26 Adelaide Street, Belfast, United Kingdom, BT2 8GD.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The company's sole customer is its parent company, Vela Trading Systems LLC, to which the company provides services with costs recharged at a margin of 7%. The company has net assets of £1,894,867 at the year-end and a balance of £1,843,668 owed by the parent company. It is therefore reliant on the parent company's financial ability to continue to fund its operations.
It is the intention of the directors to transfer the trade, assets and lease to another group company and for the company to be wound up within the next 12 months.
As such, the financial statements have been prepared on a basis other than going concern under the historical cost convention. Assets and liabilities have been written down to their net realisable value where appropriate.
The group has sufficient cash resources to enable outstanding liabilities to be settled as and when required.
1.3
Revenue
Revenue is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes.
Revenue is calculated based on a mark-up on costs incurred on behalf of the parent company, Vela Trading Systems LLC, a company incorporated in Delaware, USA.
1.4
Intangible fixed assets other than goodwill
Intangible assets are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
Amortisation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:
Development Costs
3 years straight line
VELA TRADING SYSTEMS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
1.5
Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:
Land and buildings Leasehold
Over the term of the lease
Plant and equipment
5 years straight line
Fixtures and fittings
5 years straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.6
Impairment of non-current assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
VELA TRADING SYSTEMS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.8
Financial liabilities
Basic financial liabilities, including trade and other payables, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.9
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.10
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
1.11
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or non-current assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.12
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.13
Leases
Rentals payable under operating leases, including any lease incentive received, are charged to income on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease asset are consumed.
VELA TRADING SYSTEMS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
1.14
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Useful lives of property, plant and equipment
Management reviews the useful lives of property, plant and equipment on a regular basis. Any changes in estimates may affect the carrying amounts of the respective property, plant and equipment with a corresponding effect on the related depreciation charge.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Administration
-
48
VELA TRADING SYSTEMS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
4
Intangible fixed assets
Development Costs
£
Cost
At 1 January 2024
37,618
Disposals
(37,618)
At 31 December 2024
Amortisation and impairment
At 1 January 2024
32,931
Amortisation charged for the year
4,687
Disposals
(37,618)
At 31 December 2024
Carrying amount
At 31 December 2024
At 31 December 2023
4,687
5
Property, plant and equipment
Land and buildings Leasehold
Plant and equipment
Fixtures and fittings
Total
£
£
£
£
Cost
At 1 January 2024
48,388
1,174,710
183,458
1,406,556
Disposals
(48,388)
(1,174,710)
(169,897)
(1,392,995)
At 31 December 2024
13,561
13,561
Depreciation and impairment
At 1 January 2024
41,679
1,160,800
172,610
1,375,089
Depreciation charged in the year
1,751
11,741
2,712
16,204
Eliminated in respect of disposals
(43,430)
(1,172,541)
(169,897)
(1,385,868)
At 31 December 2024
5,425
5,425
Carrying amount
At 31 December 2024
8,136
8,136
At 31 December 2023
6,709
13,910
10,848
31,467
VELA TRADING SYSTEMS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
6
Trade and other receivables
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
58,420
5,122
Amounts owed by group undertakings
1,843,668
1,917,788
Other receivables
75,000
104,008
Prepayments and accrued income
48,618
100,512
2,025,706
2,127,430
7
Current liabilities
2024
2023
£
£
Trade payables
90,060
300,713
Taxation and social security
25,542
Accruals and deferred income
37,500
33,561
153,102
334,274
8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1 each
1
1
1
1
9
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2024
2023
£
£
Within one year
176,368
183,744
Between two and five years
191,066
176,368
374,810
10
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Emphasis of matter - financial statements prepared on a basis other than going concern
VELA TRADING SYSTEMS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Audit report information
(Continued)
- 8 -
We draw attention to note 1.2 of the financial statements, which explains that the directors intend to transfer the trade, assets and lease of the company to another group company and to wind up the company within the next 12 months, and therefore they do not consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in note 1.2. Our opinion is not modified in this respect of this matter.
The senior statutory auditor was Simon Mott-Cowan.
The auditor was HW Fisher Audit.
11
Parent company
Vela Trading Systems UK Limited's immediate parent company is Vela Trading Systems, LLC, a company incorporated in Delaware, USA whose registered office is 211 East 43rd Street, 5th Floor, New York, NY 10017.
The ultimate parent company is EXV Midco, LLC, a company incorporated in Delaware, USA whose registered office is 251 Little Falls Drive, Wilmington DE 19808.
The financial statements in which the results of the company are consolidated are headed by EXV Midco, LLC. The financial statements are not publicly available.
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