Company registration number 10929783 (England and Wales)
XELLO HOLDINGS UK LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
XELLO HOLDINGS UK LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 5
XELLO HOLDINGS UK LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
3
823,684
823,684
Current assets
-
-
Creditors: amounts falling due within one year
4
(862,451)
(849,059)
Net current liabilities
(862,451)
(849,059)
Net liabilities
(38,767)
(25,375)
Capital and reserves
Called up share capital
100
100
Profit and loss reserves
(38,867)
(25,475)
Total equity
(38,767)
(25,375)

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

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

The financial statements were approved by the board of directors and authorised for issue on 9 May 2026 and are signed on its behalf by:
Mr M F McQuillen
Mr J E Harris
Director
Director
Company registration number 10929783 (England and Wales)
XELLO HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
1
Accounting policies
Company information

Xello Holdings UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is 5 New Street Square, London, United Kingdom, EC4A 3TW.

1.1
Accounting convention

These financial statements have been prepared in accordance with “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 a mounts in these financial statements are rounded to the nearest £1.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

The financial statements have been prepared on the going concern basis, notwithstanding, the loss for the year of £13,392 (2024: £12,306) and the net liabilities of £38,767 (2024: £25,375), which the directors believe to be appropriate for the following reasons.

The company is the parent and holding company of Cascaid Limited, a trading entity. Its trade is solely focused on the selling of licences developed by the ultimate parent undertaking, Xello Inc and is therefore fundamental to the operations of the group as a whole.

Group budgets and cashflows have been prepared and indicate the ability of the company and its subsidiary to continue trading. Whilst Cascaid Limited fluctuates around the break even point, it along with this company relies on the support of the ultimate parent, Xello Inc. Xello Inc has indicated its intention to continue to support the company and its wholly owned subsidiary and does not intend to seek repayment of the amount due at the balance sheet date, for a period of at least one year from the date of approval of the financial statements. Accordingly, these financial statements have been prepared on a going concern basis.

1.3
Fixed asset investments

Interests in subsidiaries, 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.

1.4
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

XELLO HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 3 -
1.5
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 balance sheet 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 debtors 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.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, 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 paymen ts 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 creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts 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 creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.6
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.

1.7
Taxation

The tax expense represents the sum of the tax currently payable.

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.

XELLO HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 4 -
1.8
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 fixed 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.

1.9
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
Employees

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

2025
2024
Number
Number
Total
2
2
3
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
823,684
823,684
4
Creditors: amounts falling due within one year
2025
2024
£
£
Amounts owed to group undertakings
857,051
846,009
Other creditors
5,400
3,050
862,451
849,059
5
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

XELLO HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
5
Subsidiaries
(Continued)
- 5 -
Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Cascaid Limited
England and Wales
Computer software
Ordinary
100.00

Registered office addresses (all UK unless otherwise indicated):

1
Dock, 75 Exploration Drive, Leicester, LE4 5NU
6
Parent company

The parent company is Xello Inc, a company incorporated in Canada.

The smallest and largest group into which Xello Holdings UK Limited is consolidated is Xello Inc, the financial statements of which are not publicly available.

7
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 is unqualified and includes the following:

Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its loss for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- have been prepared in accordance with the requirements of the Companies Act 2006.

Material uncertainty related to going concern

We draw attention to note 1.2 to the financial statements which indicates that the company's ability to continue as a going concern is dependant on financial support from its ultimate parent company and the availability of this financial support is uncertain.These events and conditions along with other matters explained in note 1.2, constitute a material uncertainty that may cast doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Senior Statutory Auditor:
Chris Woodroffe
Statutory Auditor:
Azets Audit Services Limited
Date of audit report:
11 May 2026
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