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Organization
12 Months Ended
Dec. 31, 2025
Organization [Abstract]  
ORGANIZATION

1. ORGANIZATION

 

(a) Nature of operations

 

U POWER LIMITED (the “Company”) was incorporated in the Cayman Islands on June 17, 2021, under the Cayman Islands Companies Law as an exempted company with limited liability. Anhui Yousheng New Energy Technology Group Co., Ltd. (“AHYS”, formerly known as “Shanghai Yousheng New Energy Technology Group Co. Ltd.”) was incorporated in the People’s Republic of China (the “PRC” or “China”) on May 16, 2013. AHYS, together with its subsidiaries (collectively, the “Operating Entities”) are principally engaged in the provision of: 1) new energy vehicles development and sales; 2) battery swapping stations manufacturing and sales; 3) battery swapping services; and 4) sourcing services (collectively, “Principal Business”).

 

(b) Reorganization

 

In preparation of its initial public offering (“IPO”) in the United States, the following transactions were undertaken to reorganize the legal structure of the Operating Entities. The Company was incorporated in connection with a group reorganization (the “Reorganization”) of the Operating Entities. On June 30, 2021, and January 5, 2022, the Company incorporated two wholly-owned subsidiaries, Youcang Limited (“Youcang”) and U Robur Limited (“U Robur BVI”) in British Virgin Islands, respectively. On July 19, 2021, Youcang incorporated a wholly-owned subsidiary, Energy U Limited (“Energy U”) in Hong Kong. On January 24, 2022, U Robur BVI incorporated a wholly-owned subsidiary, U Robur Limited (“U Robur HK”). On January 27, 2021, Energy U incorporated a wholly-owned subsidiary, Shandong Yousheng New Energy Technology Development Co, Ltd. (“WFOE”) in the PRC.

 

On July 8, 2022, the Company, through WFOE, entered into an equity purchase agreement with AHYS and its then shareholders, through which the Company has become the ultimate primary beneficiary of AHYS. As all the entities involved in the process of the Reorganization are under common ownership of AHYS’s shareholders before and after the Reorganization, the Reorganization is accounted for in a manner similar to a pooling of interests with the assets and liabilities of the parties to the Reorganization carried over at their historical amounts. Therefore, the accompanying consolidated financial statements were prepared as if the corporate structure of the Company had been in existence since the beginning of the periods presented. The Company and its subsidiaries hereinafter are collectively referred to as the “Group”.

As of the date of this report, the details of the Company’s principal subsidiaries are as follows:

 

Entity  Date of
incorporation/
acquisition
  Place of
incorporation
  Percentage
of direct
or indirect
ownership
by the
Company
   Principal activities
Subsidiaries:              
Youcang Limited (“Youcang”)  June 30, 2021  British Virgin Islands   100%  Investment holding
Energy U Limited (“Energy U”)  July 19, 2021  Hong Kong   100%  Investment holding
Shandong Yousheng New Energy Technology Development Co, Ltd. (“WFOE”)(1)  January 27, 2022  PRC   100%  Provision of technical and consultation services
Anhui Yousheng New Energy Co., Ltd (“AHYS”)(1)  May 16, 2013  PRC   100%  Dormant Company
Youpin Automobile Service Group Co. Ltd. (“Youpin”)(1)  July 18, 2013  PRC   54.37%  Provision of new energy vehicles sales, battery swapping stations sales, battery swapping services and sourcing services
Shanghai Youchuangneng Digital Technology Co., Ltd. (“SY Digital Tech) (1)  November 13, 2015  PRC   100%  Provision of new energy vehicles sales, battery swapping stations sales, battery swapping services and sourcing services
Youguan Financial Leasing Co., Ltd. (“Youguan Financial Leasing”)(1)  February 27, 2017  PRC   100%  Dormant Company
Youpin Automobile Service (Shandong) Co., Ltd. (“Youpin SD”)(1)  June 30, 2020  PRC   86.96%  Provision of new energy vehicles sales and sourcing services
Chengdu Youyineng Automobile Service Co., Ltd. (“CD Youyineng”)(1)  October 29, 2020  PRC   100%  Provision of battery swapping stations manufacturing
Shanghai Youteng Automobile Service Co., Ltd. (“SH Youteng”)(1)  November 3, 2020  PRC   70%  Dormant Company
Liaoning Youguan New Energy Technology Co. Ltd. (“LY New Energy”)(1)  November 8, 2019  PRC   100%  Provision of new energy vehicles sales and sourcing services
Shanghai Youxu New Energy Technology Co., Ltd. (“SH Youxu”)(1)  March 22, 2021  PRC   70%  Provision of battery swapping stations sales and battery swapping services and two-wheeled vehicle battery-swapping services
Quanzhou Youyi Power Exchange Network Technology Co., Ltd.  (“QZ Youyi”)(1)  June 29, 2021  PRC   100%  Provision of battery swapping services
Youxu New Energy Technology (Zibo) Co., Ltd. (“Youxu Zibo”)(1)  July 29, 2021  PRC   100%  Provision of batter swapping stations manufacturing
Youxu (Xiamen) Power Exchange Network Technology Co., Ltd. (“Youxu XM”)(1)  August 10, 2021  PRC   100%  Provision of battery swapping services
Wuhu Youxu New Energy Technology Co., Ltd. (“WH Youxu”) (1)  November 12, 2021  PRC   100%  Provision of batter swapping stations manufacturing
Henan Youxu New Energy Technology Co., Ltd. (“HN Youxu”) (1)  December 1, 2022  PRC   80%  Dormant Company
Youxu New Energy Technology (Nanyang) Co., Ltd. (“NY Youxu”) (1)  March 14, 2023  PRC   70%  Provision of batter swapping stations manufacturing
U SWAP CO LTD(“U SWAP”)  June 13, 2024  Thailand   85%  Provision of new energy vehicles sales, battery swapping stations sales, battery swapping services and sourcing services
Greendrive Tech Co., Ltd (“Greendrive”)  March 5, 2025  Thailand   70.0%  Provision of new energy vehicles sales, battery swapping stations sales, battery swapping services and sourcing services
Shanghai Younengke New Energy Technology Co., Ltd (“SH Younengke”)  July 11, 2025  PRC   70%  Provision of new energy vehicles sales, battery swapping stations sales, battery swapping services and sourcing services

 

(1)Collectively, the “PRC subsidiaries”.

(c) Initial Public Offering

 

In April 2023, the Company, in connection with its IPO in the United States, issued 2,416,667 ordinary shares with a par value of US$0.0000001 each (not giving effect to the 1-for-100 share consolidation effected on March 31, 2024 and the 1-for-10 share consolidation effected on April 1, 2026) with net proceeds from the IPO of approximately US$13,000,000.

 

(d) Consolidation of Ordinary Shares

 

On March 25, 2024, the Company’s shareholders adopted an ordinary resolution to effect that every 100 ordinary shares with a par value of US$0.0000001 each in the Company’s issued and unissued share capital be consolidated into one ordinary share with a par value of US$0.00001 each, which became effective on March 31, 2024. During fiscal year 2025, the Company issued an aggregate of 159,329,600 ordinary shares with a par value of US$0.0000001 each on a pre-consolidation basis, equivalent to 1,593,296 ordinary shares with a par value of US$0.00001 each on a post-consolidation basis. As of December 31, 2025, the Company had approximately 4,971,484 ordinary shares with a par value of US$0.00001 each issued and outstanding on a post-consolidation basis.