Company registration number 13789810 (England and Wales)
WELWING CAPITAL (UK) LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
WELWING CAPITAL (UK) LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
3 - 10
WELWING CAPITAL (UK) LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
4
236,255
337,606
Investments
8
301,000
301,000
537,255
638,606
Current assets
Debtors
5
1,980,050
542,597
Cash at bank and in hand
1,104,973
4,478
3,085,023
547,075
Creditors: amounts falling due within one year
6
(3,757,489)
(1,597,227)
Net current liabilities
(672,466)
(1,050,152)
Total assets less current liabilities
(135,211)
(411,546)
Provisions for liabilities
Deferred tax liability
13
13,234
-
0
(13,234)
-
Net liabilities
(148,445)
(411,546)
Capital and reserves
Called up share capital
7
100
100
Profit and loss reserves
(148,545)
(411,646)
Total equity
(148,445)
(411,546)

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

The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved and signed by the director and authorised for issue on 30 September 2025
Robb Victor Arnulphy
Director
Company registration number 13789810 (England and Wales)
WELWING CAPITAL (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Share capital
Profit and loss reserves
Total
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
100
(935,267)
(935,167)
Year ended 31 December 2023:
Profit and total comprehensive income
-
523,621
523,621
Balance at 31 December 2023
100
(411,646)
(411,546)
Year ended 31 December 2024:
Profit and total comprehensive income
-
263,101
263,101
Balance at 31 December 2024
100
(148,545)
(148,445)
WELWING CAPITAL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information

Welwing Capital (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 4th Floor Phoenix House, 1 Station Hill, Reading, Berkshire, RG1 1NB.

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 have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

At the time of approving the financial statements, the director hatrues a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. As at 31 December 2024, the company had net liabilities of c£148k (2023: c£412k). However, this includes c£2.96m owed to a fellow subsidiary. These amounts will not be requested for the foreseeable future. The shareholders will continue to support the company for a period of no less than one year from the date of approval of these financial statements. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised to the extent that is is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

1.4
Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

 

The estimated useful lives range as follows:

Leasehold improvements
- 3 years
Office equipment
- 3 years
Computer equipment
- 3 years

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 the statement of comprehensive income.

WELWING CAPITAL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.5
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.6
Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

1.7
Financial instruments

The basis for recognition and measurement of financial instruments is as set out in these accounting policies.

 

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expired.

Financial assets and liabilites are offset and the net amounts presented in the financial statements when there is an 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 to liability simultaneously.

1.8
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 profit and loss account 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.

WELWING CAPITAL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
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. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.9
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.10
Foreign exchange

Functional and presentation currency

 

The Company's functional and presentational currency is British Pound Sterling.

 

Transactions and balances

 

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

 

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

 

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of comprehensive income except when deferred in other comprehensive income as qualifying cash flow hedges.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
10
7
3
Taxation
2024
2023
£
£
WELWING CAPITAL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Taxation
2024
2023
£
£
(Continued)
- 6 -
Deferred tax
Origination and reversal of timing differences
13,234
-
0

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
276,335
523,621
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
69,084
130,905
Tax effect of expenses that are not deductible in determining taxable profit
779
37,629
Unutilised tax losses carried forward
(65,095)
(106,124)
Permanent capital allowances in excess of depreciation
(4,768)
(62,410)
Deferred tax adjustments
13,234
-
0
Taxation charge for the year
13,234
-
4
Tangible fixed assets
Leasehold improvements
Office equipment
Computer equipment
Total
£
£
£
£
Cost
At 1 January 2024
199,492
174,227
99,388
473,107
Additions
58,271
-
0
-
0
58,271
At 31 December 2024
257,763
174,227
99,388
531,378
Depreciation and impairment
At 1 January 2024
50,179
46,765
38,557
135,501
Depreciation charged in the year
68,418
58,075
33,129
159,622
At 31 December 2024
118,597
104,840
71,686
295,123
Carrying amount
At 31 December 2024
139,166
69,387
27,702
236,255
At 31 December 2023
149,313
127,462
60,831
337,606
WELWING CAPITAL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
48,513
-
0
Amounts owed by group undertakings
1,589,640
236,758
Other debtors
110,632
40,292
Prepayments and accrued income
68,019
102,301
1,816,804
379,351
2024
2023
Amounts falling due after more than one year:
£
£
Other debtors
163,246
163,246
Total debtors
1,980,050
542,597
6
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Bank loans and overdrafts
11
240
240
Trade creditors
246
84,309
Amounts owed to group undertakings
2,961,292
1,035,226
Other creditors
26,474
-
0
Accruals and deferred income
769,237
477,452
3,757,489
1,597,227
7
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
8
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
9
301,000
301,000
9
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

WELWING CAPITAL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Subsidiaries
(Continued)
- 8 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Welwing Capital Management (UK) LLP
UK
Ordinary
100.00
10
Related party transactions
Transactions with related parties

At the year end the Company owed £2,961,292 (2023:£1,035,226) to its fellow subsidiary company, Welwing Capital Group Limited. During the year the company also received service charge income of £3,700,012 (2023: £2,918,484) from Welwing Capital Group Limited.

 

The Company is a corporate member of Welwing Capital Management (UK) LLP ("the LLP"). At the year end the LLP owed to the Company £1,588,657 (2023: £236,758).

 

At the year end the Company also was owed a balance of £983 (2023: £Nil) by its fellow subsidiary Welwing Capital Management (DIFC) Limited.

 

11
Loans and overdrafts
2024
2023
£
£
Bank overdrafts
240
240
Payable within one year
240
240
12
Ultimate controlling party

The Company's immediate parent undertaking is Welwing Capital (Cayman) Limited, a company incorporated in the Cayman Islands. The ultimate controlling party is Peng Zhang.

13
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
13,234
-
WELWING CAPITAL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
13
Deferred taxation
(Continued)
- 9 -
2024
Movements in the year:
£
Liability at 1 January 2024
-
Charge to profit or loss
13,234
Liability at 31 December 2024
13,234

The deferred tax liability set out above relates to accelerated capital allowances.

14
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.

Senior Statutory Auditor:
Francis Corbishley
Statutory Auditor:
Moore NHC Audit Limited
Date of audit report:
30 September 2025
15
Operating lease commitments

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
326,491
306,365
Between two and five years
40,252
366,744
366,743
673,109
16
Prior period adjustment

During the preparation of the audited financial statements for the year ended 31 December 2024, it was identified that the company had accrued for bonuses for an individual that related to another entity in the group. This error has been corrected by restating the comparative figures in the current year's financial statements. The errors related to various profit and loss and balance sheet items, as listed below.

Changes to the balance sheet
As previously reported
Adjustment
As restated at 31 Dec 2023
£
£
£
Net assets
(989,340)
577,794
(411,546)
WELWING CAPITAL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
16
Prior period adjustment
As previously reported
Adjustment
As restated at 31 Dec 2023
£
£
£
(Continued)
- 10 -
Capital and reserves
Total equity
(989,340)
577,794
(411,546)
Changes to the profit and loss account
As previously reported
Adjustment
As restated
Period ended 31 December 2023
£
£
£
Administrative expenses
(2,978,961)
577,794
(2,401,167)
(Loss)/profit for the financial period
(54,173)
577,794
523,621
Reconciliation of changes in equity
1 January
31 December
2023
2023
£
£
Adjustments to prior year
Being the reduction of PY bonus accrual
-
577,794
Being recognition of input VAT
24,292
-
Being reduction in depreciation charge
5,560
-
Being recognition of share capital
99
-
Total adjustments
29,951
577,794
Equity as previously reported
(965,118)
(989,340)
Equity as adjusted
(935,167)
(411,546)
Analysis of the effect upon equity
Profit and loss reserves
-
577,794
Reconciliation of changes in (loss)/profit for the previous financial period
2023
£
Adjustments to prior year
Being the reduction of PY bonus accrual
577,794
Loss as previously reported
(54,173)
Profit as adjusted
523,621
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