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OSL UK PVT Ltd
Financial Statements
For The Year Ended 31 December 2025
OSL UK PVT Ltd
Contents
Contents
Page
Balance Sheet 1
Notes to the Financial Statements 2—6
Page 1
OSL UK PVT Ltd
Balance Sheet
As At 31 December 2025
Balance Sheet
Registered number: 13064534
2025 2024
Notes £ £ £ £
FIXED ASSETS
Tangible Assets 4 1,582 -
1,582 -
CURRENT ASSETS
Debtors 5 263,595 343,075
Cash at bank and in hand 8,472 -
272,067 343,075
Creditors: Amounts Falling Due Within One Year 6 (149,970 ) (147,089 )
NET CURRENT ASSETS (LIABILITIES) 122,097 195,986
TOTAL ASSETS LESS CURRENT LIABILITIES 123,679 195,986
NET ASSETS 123,679 195,986
CAPITAL AND RESERVES
Called up share capital 7 1 1
Profit and Loss Account 123,678 195,985
SHAREHOLDERS' FUNDS 123,679 195,986
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.
On behalf of the board
Mr Yang Chao
Director
22/09/2026
The notes on pages 2 to 6 form part of these financial statements.
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OSL UK PVT Ltd
Notes to the Financial Statements
For The Year Ended 31 December 2025
Notes to the Financial Statements
1. General Information
OSL UK PVT Ltd is a private company, limited by shares, incorporated in England & Wales, registered number 13064534 . The registered office is 1 Chapel Street, Warwick, CV34 4HL.
2. Accounting Policies
2.1. Basis of Preparation of Financial Statements
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.
2.2. Going Concern Disclosure
These financial statements have been prepared on the going concern basis, which assumes that the company will be able to meet its financial obligations as they fall due for payment for the foreseeable future.  The company is reliant upon the continued support of its parent undertaking, BC Technology Holdings Limited, to be able to do this.  BC Technology Holdings Limited has indicated to the directors, that support will be provided as it is required.
2.3. Significant judgements and estimations
The preparation of the financial statements requires management to make judgements, estimates, and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. In the Director's opinion there are no significant judgements or key sources of estimation uncertainty.
2.4. Turnover
Turnover is recognised under a transfer pricing agreement with the parent company and recognised in the period in which the expense is incurred.
2.5. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
Computer Equipment 33% Straight Line Basis
2.6. Leasing and Hire Purchase Contracts
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the profit or loss on a straight-line basis over the period of the lease.
2.7. 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 to and from related parties and investments in non-puttable ordinary shares.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss.
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet 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 the liability simultaneously.
2.8. Foreign Currencies
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
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OSL UK PVT Ltd
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2025
2.9. 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 is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.
2.10. Pensions
The company operates a defined pension contribution scheme. Contributions are charged to the profit and loss account as they become payable in accordance with the rules of the scheme.
2.11. Debtors
Basic financial assets, including other debtors, are intially recognised at transaction price, 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. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
2.12. Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
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OSL UK PVT Ltd
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2025
2.13. Creditors
Basic financial liabilities, including trade and other creditors, loans from third parties and loans from related parties, 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 payments discounted at a market rate of interest. Such instruments are subsequently carried at amortised cost using the effective interest method, less any impairment.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the Company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
2.14. Share Capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
2.15.  Share based payments
The Group provides equity-settled share-based payments to certain employees.
Equity-settled arrangements are measured at fair value (excluding the effect on non-market based vesting conditions) at the date of the grant. The fair value is expensed on a straight-line 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 the share-based payment. Settlements and cancellations are treated as an acceleration of vesting and the unvested amount is recognised immediately in the income statement.
The Group has no cash-settled arrangements.
3. Average Number of Employees
Average number of employees, including directors, during the year was as follows: 1 (2024: 1)
1 1
4. Tangible Assets
Computer Equipment
£
Cost
As at 1 January 2025 -
Additions 1,998
As at 31 December 2025 1,998
Depreciation
As at 1 January 2025 -
Provided during the period 416
As at 31 December 2025 416
Net Book Value
As at 31 December 2025 1,582
As at 1 January 2025 -
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OSL UK PVT Ltd
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2025
5. Debtors
2025 2024
£ £
Due within one year
Other debtors 2,982 257
Prepayments 5,825 1,567
Corporation tax recoverable assets - 4,094
VAT 224 391
Amounts owed by group undertakings 254,564 336,766
263,595 343,075
6. Creditors: Amounts Falling Due Within One Year
2025 2024
£ £
Trade creditors 503 2,049
Other taxes and social security 2,911 -
Accruals 11,273 7,875
Amounts owed to group undertakings 135,283 137,165
149,970 147,089
7. Share Capital
2025 2024
£ £
Allotted, Called up and fully paid 1 1
8. Dividends
There were no dividends paid or proposed in the current or prior year.
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OSL UK PVT Ltd
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2025
9. Post Balance Sheet Events
Subsequent to the year end, the Group completed the acquisition of Banxa Holding Inc. Following the acquisition, management expects UK-related project activity to commence in the next financial year, with the cost-plus arrangement expected to be reactivated from the year ended 31 December 2026.
As the acquisition occurred after the year end, it has been treated as a non-adjusting post balance sheet event. No adjustment has been made to the financial statements for the year ended 31 December 2025.
10. Share based payments
The OSL Group Limited (formerly known as BC Technology Group Limited), of which OSL UK PVT Ltd is a part of, operate an equity-settled share award plan and an equity-settled share option plan for employees of the group.
Share award plan:
Fair value is measured at the grant date with reference to the share price for OSL Group Ltd per the Hong Kong stock exchange (HKEX). The share awards have different vesting periods depending on the employees but the only condition is the continued employment with the company over the vesting period. 
Share option plan:
Fair value of the options is measured at the grant date using the Black Scholes pricing model. The cost is recognised on a straight-line basis over the four year vesting period  and for the options to vest the employees must continue to be employed by the company.
11. Audit Information
The auditor's report on the accounts of OSL UK PVT Ltd for the year ended 31 December 2025 was unqualified.
The auditor's report was signed by David Wheeler (Senior Statutory Auditor) for and on behalf of Bourner Bullock , Statutory Auditor.
Bourner Bullock
Chartered Accountants
114 St Martin’s Lane
Covent Garden
London
WC2N 4BE
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