Company registration number 14838735 (England and Wales)
SHOALTER AUTOMATION (UK) TWO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
SHOALTER AUTOMATION (UK) TWO LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 7
SHOALTER AUTOMATION (UK) TWO LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 1 -
2025
2024
Notes
£
£
£
£
Non-current assets
Non-current trade and other receivables
4
173,390
-
0
Current assets
Trade and other receivables
4
13,617
1
Current liabilities
6
(13,616)
-
0
Net current assets
1
1
Total assets less current liabilities
173,391
1
Non-current liabilities
6
(173,390)
-
0
Net assets
1
1
Equity
Called up share capital
8
1
1

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

The director of the company has elected not to include a copy of the income statement within the financial statements.

The financial statements were approved and signed by the director and authorised for issue on 23 October 2026
Mr L J Wong
Director
Company registration number 14838735 (England and Wales)
SHOALTER AUTOMATION (UK) TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
1
Accounting policies
Company information

Shoalter Automation (UK) Two Limited is a private company limited by shares incorporated in England and Wales. The registered office is 320 Broadway, Salford, Greater Manchester, England, M50 2UE. The company's principal activities and nature of its operations are disclosed in the director's report.

1.1
Basis of preparation

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

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

As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:

1.2
Going concern

The director has at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.true

1.3
Cash and cash equivalents

Cash and cash equivalents 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.

1.4
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

1.5
Financial liabilities

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

SHOALTER AUTOMATION (UK) TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 3 -
Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.6
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.7
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 inventories or non-current 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.

As lessee

The company leases property used in its operations.

At the commencement date of a lease, the company recognises a right-of-use asset and a corresponding lease liability.

Lease liabilities are initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, where that cannot readily be determined, the company's incremental borrowing rate.

Right-of-use assets are initially measured at cost, comprising the amount of the initial lease liability together with any lease payments made at or before the commencement date.

Right-of-use assets are subsequently depreciated on a straight-line basis over the lease term. Lease liabilities are subsequently measured using the effective interest method. The lease liability is increased by interest charges and reduced by lease payments made.

 

Interest arising on lease liabilities is recognised within finance costs in the income statement.

As lessor

When the company acts as a lessor, a lease is classified as a finance lease whenever it transfers substantially all the risks and rewards of ownership of the underlying asset to the lessee, either at the end of the lease term or for the major part of the economic life of the asset. All other leases are classified as operating leases. If an arrangement contains both lease and non-lease components, the company allocates the consideration in the contract to the two elements. When the company is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately, classifying the sub-lease with reference to the right-of-use asset arising from the head lease instead of the underlying asset.

Amounts due from lessees under finance leases are recognised as receivables at the amount of the company’s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the company’s net investment outstanding in respect of leases.

SHOALTER AUTOMATION (UK) TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
2
Critical accounting estimates and judgements

In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

 

Lease liabilities and right-of-use assets

The measurement of the right-of-use asset and lease liability involves estimation in determining the appropriate lease term and discount rate. The lease term is determined with reference to the contractual lease period and any relevant extension or termination options. The lease liability is measured at the present value of future lease payments using an appropriate discount rate. Changes in these assumptions may affect the carrying amounts of the right-of-use asset and lease liability.

3
Employees

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

2025
2024
Number
Number
Total
0
0
4
Trade and other receivables
Current
Non-current
2025
2024
2025
2024
£
£
£
£
Amount owed by parent undertaking
1
1
-
0
-
0
Finance lease receivables (note 5)
13,616
-
173,390
-
13,617
1
173,390
-
SHOALTER AUTOMATION (UK) TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
5
Finance lease receivables
2025
2024
Future amounts receivable under finance leases:
£
£
Within one year
19,792
-
Year 2
25,000
-
Year 3
25,000
-
Year 4
25,000
-
Year 5
25,000
-
After 5 years
97,917
-
Total undiscounted lease payments receivable
217,709
-
Unearned finance income
(30,703)
-
Present value of lease payments receivable
187,006
-
Finance lease receivables are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:
2025
2024
£
£
Current assets
13,616
-
Non-current assets
173,390
-
187,006
-

The company has entered into a finance sublease arrangement with its parent undertaking, Shoalter Automation (UK) Limited, in respect of the MediaCity premises. The sublease is for the remaining term of the head lease.

 

Finance lease receivables are measured at the net investment in the sublease, being the present value of future lease payments receivable.

6
Liabilities
Current
Non-current
2025
2024
2025
2024
Notes
£
£
£
£
Lease liabilities
7
13,616
-
0
173,390
-
0
7
Lease liabilities
2025
2024
Net amounts due
£
£
Within one year
13,616
-
0
After more than one year
173,390
-
0
187,006
-
SHOALTER AUTOMATION (UK) TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
7
Lease liabilities
(Continued)
- 6 -
2025
2024
Maturity analysis of future lease payments
£
£
Within one year
19,792
-
In two to five years
100,000
-
In over five years
97,917
-
Total undiscounted liabilities
217,709
-
Future finance charges and other adjustments
(30,703)
-
Lease liabilities in the financial statements
187,006
-

Lease payments represent rentals payable for premises. The lease is on a fixed repayment basis.

8
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
of £1 each
1
1
1
1
9
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:

Other matter

The financial statements of the company for the year ended 31 December 2024, were not audited. Accordingly, we do not express an opinion on them. Our opinion on the current period's financial statements for the year ended 31 December 2025, is not modified in respect of this matter.

Senior Statutory Auditor:
Michael Butt FCCA ACCA
Statutory Auditor:
Xeinadin Audit Limited
Date of audit report:
23 October 2026
SHOALTER AUTOMATION (UK) TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
10
Events after the reporting date

Following management's decision during 2025 to scale back UK automated retail activities, the MediaCity store subsequently ceased operations during 2026. The closure forms part of the wider group's decision to discontinue UK automated retail rollout activities and focus future development elsewhere within the group.

11
Controlling party

The company is a wholly owned subsidiary undertaking of Shoalter Automation (UK) Limited (incorporated in England and Wales), which is itself a wholly owned subsidiary of Easy Global Enterprises Limited (incorporated in the British Virgin Islands with limited liability). Easy Global Enterprises Limited is 100% owned by Hong Kong Technology Venture Company Limited, the ultimate controlling party.

 

The group in which the results of the company are consolidated is that headed by Hong Kong Technology Venture Company Limited. The consolidated financial statements of the group can be obtained from No. 1 Chun Cheong Street, Tseung Kwan O Industrial Estate, Hong Kong.

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