ACCOUNTS - Final Accounts

Company registration number: 10782275

	FINANCIAL STATEMENTS
	FOR THE YEAR ENDED 31 DECEMBER 2024

	DERBYSOFT (UK) LIMITED


DERBYSOFT (UK) LIMITED

COMPANY INFORMATION

Director	Huanjie Zhang


Registered number	10782275


Registered office	Magna House
	18-32 London Road
	Staines-Upon-Thames
	TW18 4BP


Independent auditors	Menzies LLP
	Chartered Accountants & Statutory Auditor
	Magna House
	18-32 London Road
	Staines-Upon-Thames
	TW18 4BP


DERBYSOFT (UK) LIMITED

CONTENTS

	Page
Statement of financial position	1
Notes to the financial statements	2 - 5


DERBYSOFT (UK) LIMITED REGISTERED NUMBER:10782275

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Tangible assets	4		3,946		3,391
			3,946		3,391
Current assets
Debtors: amounts falling due within one year	5	2,041		3,171
Cash at bank and in hand		156,243		143,273
		158,284		146,444
Creditors: amounts falling due within one year	6	(341,185)		(397,600)
Net current liabilities			(182,901)		(251,156)
Total assets less current liabilities			(178,955)		(247,765)

Net liabilities			(178,955)		(247,765)

Capital and reserves
Called up share capital	100	100
Capital contribution reserve	53,903	74,870
Profit and loss account	(232,958)	(322,735)
	(178,955)	(247,765)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the income statement in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

Huanjie Zhang

Director

Date: 30 September 2025

The notes on pages 2 to 5 form part of these financial statements.

Page 1


DERBYSOFT (UK) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

DerbySoft (UK) Limited is a private company, limited by shares, incorporated in England and Wales. The registered number and address of the registered office is disclosed on the company information page. There is no principal place of business.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 following principal accounting policies have been applied:

2.2

Going concern

The financial statements have been prepared on a going concern basis, which assumes the company will
continue to trade in operational existence for the foreseeable future.
The ultimate parent company, DerbySoft Holdings Limited, has confirmed that it will continue to provide financial resources as may be required for the company to meet its financial commitments as they fall due for at least twelve months from the date of approval of these financial statements.
The balance sheet position shows significant net liabilities as at the current and prior year end due to suspension of the service agreement for part of 2020 during the COVID-19 pandemic. The parent company, DerbySoft (Hong Kong) Limited has confirmed that, as the major creditor of the UK company, it will not demand repayment of the amounts outstanding until such a time that the company is able to make repayments without having a detrimental impact on the company.
On this basis the director considers the company to be a going concern.

2.3

Revenue

An intercompany service agreement was entered into on 1st January 2024 between fellow subsidiary DerbySoft, Inc. (the service recipient) and DerbySoft (UK) Limited (the service provider). This agreement sets out the terms for the provision of the ‘services’ by the service provider to the service recipient with effect from the start date. The ‘services’ provided but are not limited to business development and customer support for the benefit of the service recipient.
The service fee shall be the total actual cost of the services provided by service provider to service recipient with a mark-up rate of 5%, this is reflected in Revenue.

2.4

Financial instruments

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.

Page 2


DERBYSOFT (UK) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.5

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

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.

2.6

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

2.7

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest.

2.8

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

2.9

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.

Page 3


DERBYSOFT (UK) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.9

Tangible fixed assets (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:

Computer equipment

33.33%

on a straight line 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.

Employees

The average monthly number of employees, including directors, during the year was 12 (2023 - 10).

4.	Tangible fixed assets

		Computer equipment
		£
	Cost or valuation
	At 1 January 2024	5,445
	Additions	2,707
	At 31 December 2024	8,152
	Depreciation
	At 1 January 2024	2,054
	Charge for the year on owned assets	2,152
	At 31 December 2024	4,206
	Net book value
	At 31 December 2024	3,946
	At 31 December 2023	3,391

Page 4


DERBYSOFT (UK) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Debtors

					2024	2023
					£	£


Other debtors	876	2,316
Prepayments and accrued income	1,165	855
	2,041	3,171

6.	Creditors: Amounts falling due within one year
		2024	2023
		£	£

Trade creditors	-	9,600
Amounts owed to group undertakings	132,006	231,720
Other taxation and social security	29,584	31,505
Other creditors	1,432	52
Accruals and deferred income	178,163	124,723
	341,185	397,600

7.	Parent company

DerbySoft Holdings Limited, a company incorporated in the Cayman Islands, is the parent company of the smallest group for which consolidated financial statements are drawn up of which the company is a member. The parent company's registered office is Offshore Incorporations (Cayman) P.O. Box 31119, Grand Pavilion, Hibiscus Way, 802 West Bay Road, Grand Cayman, KY1-1205 Cayman Islands.

8.	Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified.

The audit report was signed on 1 October 2025 by Sophie Said FCA (Senior statutory auditor) on behalf of Menzies LLP.

Page 5