UPSOLVE LABS UK LIMITED


Directors	BALANOVICH, Serguei
	WU, Ka Ling


Registered Address	Arquen House
	4-6 Spicer Street
	St. Albans
	AL3 4PQ


Registered Number	15203535 (England and Wales)

Balance Sheet as at
31 December 2025

	Notes	2025		2024
		£	£	£	£
Fixed assets
Tangible assets	3		7,288		7,151
			7,288		7,151
Current assets
Debtors	4	83,891		208,013
Cash at bank and on hand		64,010		68,586
		147,901		276,599
Creditors amounts falling due within one year	5	(529,816)		(472,205)
Net current assets (liabilities)			(381,915)		(195,606)
Total assets less current liabilities			(374,627)		(188,455)
Net assets			(374,627)		(188,455)
Capital and reserves
Called up share capital			1,000		1,000
Profit and loss account			(375,627)		(189,455)
Shareholders' funds			(374,627)		(188,455)

The company was entitled to exemption from audit for this reporting period under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.
The Directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
These accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The directors have chosen to not file a copy of the company’s profit and loss account under section 444 (5A) Companies Act 2006.

The financial statements were approved and authorised for issue by the Board of Directors on 16 April 2026, and are signed on its behalf by:

WU, Ka Ling
Director
Registered Company No. 15203535

UPSOLVE LABS UK LIMITED

Notes to the Financial Statements
for the year ended 31 December 2025

1.	Accounting policies

	Statutory information
	The company is a private company limited by shares and registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

	Statement of compliance
	The financial statements have been prepared in accordance with the Companies Act 2006 and FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland including Section 1A Small Entities.

	Functional and presentation currency
	The financial statements are presented in sterling and this is the functional currency of the company.

	Going concern
	The financial statements have been prepared on a going concern basis notwithstanding that the company had a deficiency in shareholders' funds at the period end. The directors consider this basis appropriate as the company expects to continue generating sales and the parent company, Upsolve Labs, Inc., will provide financial support if required to enable the company to continue trading for a period of at least twelve months from the date of approval of the financial statements.

Going concern

The financial statements have been prepared on a going concern basis notwithstanding that the company had a deficiency in shareholders' funds at the period end. The directors consider this basis appropriate as the company expects to continue generating sales and the parent company, Upsolve Labs, Inc., will provide financial support if required to enable the company to continue trading for a period of at least twelve months from the date of approval of the financial statements.

	Turnover policy
	Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the rendering of services.

	Defined contribution pension plan
	The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the income statement in the period to which they relate.

	Share-based payments
	The company provides share-based payment arrangements to certain employees. Equity-settled arrangements are measured at fair value (excluding the effect of non-market based vesting conditions) at the date of the grant. The fair value is expensed on a straightline basis over the vesting period. The amount recognised as an expense is adjusted to reflect the actual number of shares or options that will vest. Where equity-settled arrangements are modified, and are of benefit to the employee, the incremental fair value is recognised over the period from the date of modification to date of vesting. Where a modification is not beneficial to the employee there is no change to the charge for share-based payment. Settlements and cancellations are treated as an acceleration of vesting and the unvested amount is recognised immediately in the income statement. No share based payment charge has been recognised, as the fair value of the options at grant date is not material to the financial statements.

Share-based payments

The company provides share-based payment arrangements to certain employees. Equity-settled arrangements are measured at fair value (excluding the effect of non-market based vesting conditions) at the date of the grant. The fair value is expensed on a straightline basis over the vesting period. The amount recognised as an expense is adjusted to reflect the actual number of shares or options that will vest. 

Where equity-settled arrangements are modified, and are of benefit to the employee, the incremental fair value is recognised over the period from the date of modification to date of vesting. Where a modification is not beneficial to the employee there is no change to the charge for share-based payment. Settlements and cancellations are treated as an acceleration of vesting and the unvested amount is recognised immediately in the income statement. 

No share based payment charge has been recognised, as the fair value of the options at grant date is not material to the financial statements.

	Foreign currency translation
	Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

Foreign currency translation

Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

	Current taxation
	Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

	Tangible fixed assets and depreciation
	Tangible fixed assets are stated at cost or valuation less depreciation. Depreciation is provided on all tangible fixed assets as follows:


		Straight line (years)
	Office Equipment	4

2.	Average number of employees


		2025		2024
	Average number of employees during the year	4		2

3.	Tangible fixed assets

	Office Equipment	Total
	£	£
Cost or valuation
At 01 January 25	8,304	8,304
Additions	2,754	2,754
At 31 December 25	11,058	11,058
Depreciation and impairment
At 01 January 25	1,153	1,153
Charge for year	2,617	2,617
At 31 December 25	3,770	3,770
Net book value
At 31 December 25	7,288	7,288
At 31 December 24	7,151	7,151

4.	Debtors: amounts due within one year

	2025	2024
	£	£
Trade debtors / trade receivables	-	196,765
Other debtors	83,330	11,069
Prepayments and accrued income	561	179
Total	83,891	208,013

5.	Creditors: amounts due within one year

	2025	2024
	£	£
Trade creditors / trade payables	1,616	3,072
Other creditors	528,200	469,133
Total	529,816	472,205


	At the balance sheet date, the Company owed £600 (2024: £384) to a director and this amount is included within Other Creditors. At the balance sheet date, the Company owed £526,756 (2024: £271,104) to its parent company Upsolve Labs Inc., based in the United States. This amount is included within Other Creditors. The loans are unsecured, interest free, and repayable on demand.

6.	Operating lease commitments
	At the balance sheet date, the company had total commitments under non-cancellable operating leases over the remaining life of those leases of £7,020 (2024: £10,080). The total amount is payable within one year.

7.	Related party transactions
	During the year, the Company provided management and administrative support services to its parent undertaking, Upsolve Labs Inc., based in the United States. Fees of £93,842 (2024: £46,789) were charged in accordance with the group’s transfer pricing policy and are considered to be at arm’s length.