UPCREDIT LIMITED

	Page
Company Information	1
Directors' Report	2
Independent Auditor's Report	3—6
Statement of Income and Retained Earnings	7
Balance Sheet	8
Notes to the Financial Statements	9—13

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UPCREDIT LIMITED

Company No. 15933786

Directors' Report For the Period 3 September 2024 to 31 December 2025

Directors' Report

The directors present their report and the financial statements for the period ended 31 December 2025.

Principal Activity

The principal activity of the company is that of a UK consumer credit lending and credit technology business, subject to obtaining the relevant authorisation from the Financial Conduct Authority (“FCA”).

Directors

The directors who served during the period were as follows:

LU, Yao (Appointed 3 September 2024)

TALBOTT, Russell James (Appointed 15 December 2025)

GUO, Suyi (Appointed 31 October 2024 Resigned 1 May 2025)

Statement of Directors' Responsibilities

The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of Disclosure of Information to Auditors

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Independent Auditors

The auditors, HGA Citrus Limited, have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

On behalf of the board

Ms Yao LU

Director

21/05/2026

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Independent Auditor's Report

to the Members of

UPCREDIT LIMITED

Independent Auditor's Report

Opinion

We have audited the financial statements of UPCREDIT LIMITED for the period ended 31 December 2025 which comprise the Statement of Income and Retained Earnings, Balance Sheet and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

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 profit/(loss) for the period 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.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law.

Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the

financial statements section of our report. We are independent of the company in accordance with the ethical

requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard,

and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit

evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting

in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions

that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a

period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant

sections of this report.

Other Information

The directors are responsible for the other information. The other information comprises the information in the Report of

the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise

explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing

so, consider whether the other information is materially inconsistent with the financial statements or our knowledge

obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or

apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the

financial statements themselves. If, based on the work we have performed, we conclude that there is a material

misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

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Independent Auditor's Report (continued)

to the Members of

UPCREDIT LIMITED

Opinions on Other Matters Prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

- the information given in the Report of the Directors for the financial year for which the financial statements are

prepared is consistent with the financial statements; and

- the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on Which We Are Required to Report by Exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit,

we have not identified material misstatements in the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to

you if, in our opinion:

- adequate accounting records have not been kept, or returns adequate for our audit have not been received from

branches not visited by us; or

- the financial statements are not in agreement with the accounting records and returns; or

- certain disclosures of directors' remuneration specified by law are not made; or

- we have not received all the information and explanations we require for our audit; or

- the directors were not entitled to prepare the financial statements in accordance with the small companies regime

and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in

preparing the Report of the Directors.

Responsibilities of Directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible

for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such

internal control as the directors determine necessary to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a

going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic

alternative but to do so.

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Independent Auditor's Report (continued)

to the Members of

UPCREDIT LIMITED

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with

ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of these financial statements.

We obtained an understanding of the legal and regulatory frameworks applicable to the Company and the sector in

which they operate.

We focused on specific laws and regulations which we considered may have a direct impact material effect on the

financial statements, or the operations of the company which included the Companies Act 2006, taxation legislation,

data protection, anti-bribery, employment and health and safety legislation;

- Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;

- Understanding how those charged with governance considered and addressed the potential for override of controls;

- Challenging assumptions and judgments made by management in its significant accounting estimates;

- Assessing the extent of compliance with the relevant laws and regulations.

- Discussions with management, including consideration of known or suspected instances of non-compliance with laws

and regulations and fraud;

We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to

involve the completeness and timing of income recognition and the override of controls by management.

To address the risk of fraud in relation to revenue recognition, we:

- Performed detailed substantive testing to address completeness and accuracy of sales;

- Assessed the appropriateness and application of the accounting policy concerning income recognition; and

- Performed detailed cut-off testing either side of the balance sheet date.

To address the risk of fraud through management bias and override of controls, we:

-Performed analytical procedures to identify any unusual or unexpected relationships;

-Identifying and testing journal entries, in particular those with unusual account combinations, unusual words or

unusual users

-Assessed whether judgements and assumptions made in determining the accounting estimates were indicative of

potential bias;

-Investigated the rationale behind significant or unusual transactions

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those

leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the

more that compliance with a law or regulation is removed from the events and transactions reflected in the financial

statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding

irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion,

omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting

Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use Of Our Report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the

Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those

matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent

permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's

members as a body, for our audit work, for this report, or for the opinions we have formed.

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Independent Auditor's Report (continued)

to the Members of

UPCREDIT LIMITED

Naveed Ahmad (Senior Statutory Auditor)

for and on behalf of HGA Citrus Limited , Statutory Auditor

21/05/2026

HGA Citrus Limited

Suite 2A, 7th Floor, City Reach

5 Greenwich View Place

London

E14 9NN

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UPCREDIT LIMITED

Statement of Income and Retained Earnings

For the Period 3 September 2024 to 31 December 2025

Statement of Income and Retained Earnings

		31 December 2025
	Notes	£
Administrative expenses		(700,585 )

OPERATING LOSS		(700,585 )
Interest payable and similar charges	8	(214 )

LOSS BEFORE TAXATION		(700,799 )
Tax on Loss	9	7,608

LOSS AFTER TAXATION BEING LOSS FOR THE FINANCIAL PERIOD		(693,191 )

The notes on pages 9 to 13 form part of these financial statements.

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UPCREDIT LIMITED

Balance Sheet

As At 31 December 2025

Balance Sheet

		31 December 2025
	Notes	£	£
CURRENT ASSETS
Debtors	10	39,924
Cash at bank and in hand		5,317

		45,241
Creditors: Amounts Falling Due Within One Year	11	(343,220 )

NET CURRENT ASSETS (LIABILITIES)			(297,979 )

TOTAL ASSETS LESS CURRENT LIABILITIES			(297,979 )

Creditors: Amounts Falling Due After More Than One Year	12		(375,212 )

NET LIABILITIES			(673,191 )

CAPITAL AND RESERVES
Called up share capital	13		20,000
Profit and Loss Account			(693,191 )

SHAREHOLDERS' FUNDS			(673,191)

On behalf of the board

Ms Yao LU

Director

21/05/2026

The notes on pages 9 to 13 form part of these financial statements.

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UPCREDIT LIMITED

Notes to the Financial Statements

For the Period 3 September 2024 to 31 December 2025

Notes to the Financial Statements

1. General Information

UPCREDIT LIMITED is a private company, limited by shares, incorporated in England & Wales, registered number 15933786 . The registered office is 12 New Fetter Lane, London, United Kingdom, EC4A 1JP.

2. Statement of Compliance

The financial statements have been prepared in compliance with FRS 102 Section 1A, as it applies to

the financial statements for the period and there were no material departures from the reporting

standard.

3. Accounting Policies

3.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention.

3.2. Going Concern Disclosure

The directors have received written confirmation that the holding company, QFIN Holdings Inc., will provide unconditional financial support to Upcredit Limited for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

3.3. Cash and Cash Equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.

3.4. Foreign Currencies

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.

3.5. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.

Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax is measured at the rates expected to apply when the asset is realised or the liability is settled, based on rates enacted or substantively enacted at the reporting date.

3.6. Employee Benefits

Short-term employee benefits are measured at the undiscounted amount expected to be paid in

exchange for the employee's services to the company. Where employees have accrued short-term

benefits which the entity has not paid by the balance sheet date, an accrual is recognised within

creditors: amounts falling due within one year together with an associated expense in profit or loss. The

liabilities are classified as current obligations in the statement of financial position because they are

expected to be settled wholly within twelve months after the end of the period.

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UPCREDIT LIMITED

Notes to the Financial Statements (continued)

For the Period 3 September 2024 to 31 December 2025

4. Auditor's Remuneration

Remuneration received by the company's auditors and their associates during the period was as follows:

	31 December 2025
	£
Audit Services
Audit of the company's financial statements	7,200

5. Staff Costs

Staff costs, including directors' remuneration, were as follows:

	31 December 2025
	£
Wages and salaries	182,603
Social security costs	12,817
Other pension costs	1,562

	196,982

6. Average Number of Employees

Average number of employees, including directors, during the period was: 5

7. Directors' remuneration

	31 December 2025
	£
Emoluments	23,589
Company contributions to money purchase pension schemes	315

	23,904

The number of directors to whom retirement benefits were accruing was as follows:

	31 December 2025
Money purchase pension schemes	1

Information regarding the highest paid director was as follows:

	31 December 2025
	£
Emoluments	14,239
Company contributions to defined benefit pension schemes	315

	14,554

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UPCREDIT LIMITED

Notes to the Financial Statements (continued)

For the Period 3 September 2024 to 31 December 2025

8. Interest Payable and Similar Charges

	31 December 2025
	£
Bank loans and overdrafts	214

9. Tax on Profit

The tax credit on the loss for the period was as follows:

	31 December 2025
	£
Current tax
UK Corporation Tax	-
Deferred Tax
Deferred taxation	(7,608 )


Total tax charge for the period	(7,608 )

The actual credit for the period can be reconciled to the expected credit for the period based on the loss and the standard rate of corporation tax as follows:

	31 December 2025
	£
Profit before tax	(700,799)

Tax on profit at 0% (UK standard rate)	-
Short term timing differences	(7,608 )

Total tax charge for the period	(7,608)

10. Debtors

	31 December 2025
	£
Due within one year
Amounts owed by group undertakings	20,000
Other debtors	19,924

	39,924

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UPCREDIT LIMITED

Notes to the Financial Statements (continued)

For the Period 3 September 2024 to 31 December 2025

11. Creditors: Amounts Falling Due Within One Year

	31 December 2025
	£
Trade creditors	6,253
Other creditors	284,416
Taxation and social security	52,551

	343,220

12. Creditors: Amounts Falling Due After More Than One Year

	31 December 2025
	£
Amounts owed to group undertakings	375,212

13. Share Capital

	31 December 2025
Allotted, called up but not fully paid	£
20,000 Ordinary Shares of £ 1.00 each	20,000

14. Pension Commitments

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund.

During the period the charge to the profit and loss account in respect of defined contribution schemes was £1,562.

At the balance sheet date contributions of £NIL were due to the fund and are included in creditors.

15. Reserves

	Profit and Loss Account
	£
As at 3 September 2024	-
Loss for the period and total comprehensive income	(693,191 )

As at 31 December 2025	(693,191 )

16. Related Party Disclosures

At the period end, the company had the following balances with related parties under common control:

Related party	Relationship	Amount due from related party	Amount due to related party
HK Qirui International Ltd	Fellow subsidiary under common ultimate control	£nil	£72,231
Qfin Holding Inc	Ultimate parent undertaking	£nil	£302,981
RUQI Internet Ltd	Fellow subsidiary under common ultimate control	£20,000	£253,404

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UPCREDIT LIMITED

Notes to the Financial Statements (continued)

For the Period 3 September 2024 to 31 December 2025

17. Controlling Parties

The company's immediate parent undertaking is Rywin HK Ltd .

The ultimate parent undertaking is Qfin Holding Inc (incorporated in Cayman Islands). Its registered office is PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands .

Copies of the group accounts may be obtained from the company's registered office.

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Directors	Mr Russell James TALBOTT
	Ms Yao LU

Company Number	15933786

Registered Office	12 New Fetter Lane
	London
	United Kingdom
	EC4A 1JP

Auditors	HGA Citrus Limited
	Suite 2A, 7th Floor, City Reach
	5 Greenwich View Place
	London
	E14 9NN