ME&U UK Trading Ltd - Accounts to registrar (filleted)

REGISTERED NUMBER: 13055559 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

ME&U UK TRADING LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

A P Brown

D E Smith

L Y K Teo

REGISTERED OFFICE:

c/o Irwin Mitchell LLP

Riverside East

2 Millsands

Sheffield

South Yorkshire

S3 8DT

REGISTERED NUMBER:

13055559 (England and Wales)

AUDITORS:

Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

CURRENT ASSETS

Debtors

4

558,073

903,526

Cash at bank

73,770

63,742

631,843

967,268

CREDITORS

Amounts falling due within one year

5

8,391,173

8,005,334

NET CURRENT LIABILITIES

(7,759,330

)

(7,038,066

)

TOTAL ASSETS LESS CURRENT
LIABILITIES

(7,759,330

)

(7,038,066

)

CAPITAL AND RESERVES

Called up share capital

1

Other reserves

7

461,382

337,385

Retained earnings

7

(8,220,713

)

(7,375,452

)

(7,759,330

)

(7,038,066

)

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 13 October 2026 and were signed on its behalf by:

L Y K Teo - Director

1.	STATUTORY INFORMATION

ME&U UK Trading Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The trading address of the company is 2nd Floor, 47-53 Saint John Street, Farringdon EC1M 4AN.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements have been prepared on a going concern basis as the directors of Mr Yum Holdings Pty Ltd, the Parent Company, have confirmed they will continue to support the Company as required for a minimum of 12 months and 1 day from the date of the signing of the Audit Report.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover represents revenue from contracts with customers and transaction fees. All turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Contract revenue is recognised at the point in time that performance obligations have been met and transaction fees are recognised at the point in time that the service is delivered.

Financial instruments

Basic Financial Instruments as covered by Section 11 of FRS102 are measured at amortised cost. The Company does not have any Other Financial Instruments as covered by Section 12 of FRS102.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

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 of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Share based payments

Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services.

The cost of equity-settled transactions is measured at fair value on grant date. Fair value is independently determined using the Black-Scholes option pricing model that takes into account the exercise price, the term of the options, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the Company receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.

The cost of equity-settled transactions is recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 15 (2024 - 19 ) .

4.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

Trade debtors

268

11,236

Amounts owed by group undertakings

8,056

68,418

Other debtors

549,749

823,872

558,073

903,526

5.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

Trade creditors

4,243

15,065

Amounts owed to group undertakings

7,719,034

6,784,161

Taxation and social security

12,802

34,405

Other creditors & accruals

655,094

1,171,703

8,391,173

8,005,334

6.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.12.25

31.12.24

£

Within one year

67,200

28,000

Between one and five years

28,000

-

95,200

28,000

7.

RESERVES

Retained

Other

earnings

reserves

Totals

£

At 1 January 2025

(7,375,452

)

337,385

(7,038,067

)

Deficit for the year

(868,838

)

(868,838

)

Share option charge

-

147,574

Forfeited share options

23,577

(23,577

)

-

At 31 December 2025

(8,220,713

)

461,382

(7,759,331

)

Other reserves relate entirely to share based payment transactions.

8.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was qualified on the following basis:

"Qualified opinion

We have audited the financial statements of ME&U UK Trading Ltd (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Balance Sheet and Notes to the Financial Statements, 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, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion, except for the possible effects on the corresponding figures of the matter described in the basis for qualified opinion section of our report, 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.

Basis for qualified 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.

The financial statements of the company for the year ended 31December 2024 were audited by us and our auditor's report dated 17 March 2026 expressed a qualified opinion. The qualification arose because we were unable to obtain sufficient appropriate audit evidence regarding the timing of recognition of a £69,364 adjustment relating to venue liabilities and, consequently, whether that amount had been recognised in the appropriate accounting period. The matter related solely to the income statement for the year ended 31 December 2024 and had no impact on the balance sheet at that date.

The matter giving rise to the prior year's qualification affected only the prior-period income statement and has no effect on the current year's loss, assets, liabilities or equity. However, the comparative income statement remains materially misstated and therefore the current year's opinion remains qualified in respect of the comparative information.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.

Matters on which we are required to report by exception

Except for the matter described in the basis for qualified opinion section of our report, in light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified any matters in the Report of the Directors that are inconsistent with our overall view of the financial statements."

Emma Florentin-Lee (Senior Statutory Auditor)

for and on behalf of Oury Clark Chartered Accountants

As stated above, the audit opinion was qualified. In addition, we would like to draw your attention to the following statement contained within our audit report as included within the full financial statements:-

"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."

9.	SHARE-BASED PAYMENT TRANSACTIONS

The company has issued equity-settled share incentives to its employees. The equity offered is that of Mr Yum Holdings Pty Ltd (incorporated in Australia). These incentives vest over a period of 4 years and expire 15 years from the vesting commencement date. The incentives are presented in the form of options.

The following table summarises the equity-settled share options with employees during the period:

Number of Options

Weighted average exercise price (AUS$

)

Outstanding at 1 January 2025

110,533

$0

Granted during the period

68,525

$0

Forfeited during the period

(12,000

)

$0

Exercised during the period

-

Expired during the period

-

Outstanding at 31 December 2025

167,058

$0

Exercisable at 31 December 2025

75,089

$0

The fair value of the share options has been determined using the Black-Scholes option pricing model, which takes into account various factors as discussed in note 2.

In total, £147,574 (2024: £172,178) has been included as employee remuneration expense (all of which relates to equity-settled share-based payment transactions) in the profit and loss and credited to the other reserve.

10.	ULTIMATE CONTROLLING PARTY

There is no ultimate controlling party.

The ultimate parent undertaking is Mr Yum Holdings Pty Ltd, a company incorporated in Australia. The registered office address is Level 4, 108-112 Langridge Sr, Collingwood, VIC 3066.

The largest entity preparing consolidated financial statements is Mr Yum Holdings Pty Ltd. Consolidated accounts are not publicly available.