Who Is Velocity Capital? The Company That Controls Burnley and Owes It £81m

The company above Burnley

The company that controls Burnley FC Holdings has not filed a set of statutory accounts, while its Companies House record shows its annual confirmation statements being maintained, financing arrangements registered and corporate details updated. That combination is what makes the position worth setting out.

Velocity Capital (UK) Holdings Ltd was incorporated on 24 March 2023. Its first accounts, covering the period to 31 March 2024, were due by 24 December 2024, and as of today the company's public record carries an accounts-overdue warning with no annual accounts filed since incorporation — a gap of 22 months. Its stated nature of business is the activities of other holding companies.

That has now drawn regulatory attention. On 29 October the Independent Football Regulator confirmed it had requested further information from Burnley and was in active discussions with the English Football League following reports of compulsory strike-off proceedings against Velocity. The position matters because Velocity is not a peripheral company with an incidental connection to the club. It holds 75% or more of Burnley FC Holdings' shares and voting rights together with the right to appoint and remove directors, and the football group's latest audited accounts record a substantial sum owed by that parent.

The Pyramid examined Burnley's borrowing, parent-company receivable and going-concern disclosures on 25 October. What the register has since produced is a different question: how much financial visibility exists above the football club itself.

How Velocity got there

The register also shows how recently this structure was assembled. ALK Capital's acquisition registered on 30 December 2020, when Calder Vale Holdings Limited was notified as holding 75% or more of Burnley FC Holdings' shares. Velocity was then incorporated on 24 March 2023 with £10 of share capital, and remained on the register for more than six months without holding control of the club.

On 6 October 2023 three things happened together. Velocity allotted one further ordinary share of £0.01 to its sole member, which its own resolution of that date describes as "the company's parent company." Velocity was notified as a person with significant control of Burnley FC Holdings, with 75% or more of the shares and voting rights and the right to appoint or remove directors. And Calder Vale Holdings ceased to be a PSC of Burnley FC Holdings on the same day.

That single penny share is therefore not an oddity but the instrument by which a new holding company was interposed above the club in place of the previous one. Velocity has held control of Burnley since October 2023, and no accounts covering that period have been filed.

£10.01 and £81m measure different things

Velocity's most recent statement of capital, filed in October 2023, records issued share capital of £10.01. Set beside the £80.986m recorded as owed by Velocity to Burnley FC Holdings at 31 July 2025, the contrast is arresting — and it needs handling carefully, because the two figures measure nothing like the same thing.

Issued share capital records the nominal value of shares a company has allotted. It is not a measure of total assets, current net worth, the amount its shareholders have invested, or its capacity to repay creditors. A holding company can own valuable subsidiaries and command substantial resources on a nominal capital of a few pounds, and interposed holding companies are routinely capitalised exactly this way. The £80.986m, by contrast, is a receivable in Burnley's consolidated accounts: an amount owed to the football group by its parent under the arrangements those accounts disclose.

The financial significance lies not in setting £10.01 against £81m but in what is absent between them. Burnley's accounts disclose the receivable; Velocity's missing accounts mean the corresponding position at parent level cannot be examined through the ordinary statutory route. That does not establish that Velocity cannot meet its obligations. It establishes that the public record does not currently contain the information needed to form a view either way.

Confirmation statements filed, accounts outstanding

Velocity's filing history sets out the position more fully. The company filed a confirmation statement on 5 April 2024 for the period to 23 March 2024, another on 27 March 2025, and its most recent on 24 March 2026. The next is diarised for 23 March 2027.

A confirmation statement confirms a company's corporate details — registered office, share capital, shareholders and similar matters — and is not a substitute for annual accounts. So the picture is of a company whose statutory housekeeping has been attended to annually while its financial statements have remained unfiled for a second consecutive year. The filings do not establish why the accounts are outstanding, though they do establish that the company has been administered throughout the period in which they have been outstanding.

Why a company with no accounts stays on the register

The obvious question is how a company can go three years without filing accounts and remain registered. The answer is that compulsory strike-off addresses a different problem. Under section 1000 of the Companies Act 2006 the registrar may strike a company off where it has reasonable cause to believe the company is not carrying on business or in operation. Overdue accounts are the usual evidence for forming that belief, but they are not themselves the ground, and a company that is plainly operating will not meet the test however late its filings.

The sanction designed for late accounts is financial. Civil penalties apply automatically to the company under section 453 of the Companies Act 2006, on a sliding scale — £150 where accounts are up to a month late, £375 at one to three months, £750 at three to six months and £1,500 beyond six months, each doubled where the previous year's accounts were also filed late — and failure to file is also a criminal offence by the directors. Those penalties are not cancelled by strike-off proceedings being discontinued.

That explains the shape of Velocity's record. The strike-off period runs for two months from the notice, and proceedings are normally discontinued once the registrar is satisfied the cause has been addressed or the company is in operation. The February 2025 notice was discontinued within 22 days, and a confirmation statement followed on 27 March. A company visibly filing confirmation statements is a company visibly in operation, which answers the only question section 1000 asks, while the accounts — whose absence attracts fines rather than dissolution — remain outstanding.

One earlier entry on the record belongs here. Among the registrar's other grounds is a registered office it considers inappropriate, which it may replace with a default Companies House address. Velocity's registered office was changed to the Companies House default address in Cardiff on 5 January 2024, before moving to One Mayfair Place in London on 5 April 2024. The register does not record what prompted the change, and an inappropriate registered office can arise for entirely mundane reasons.

A second strike-off notice

Companies House issued a First Gazette notice for compulsory strike-off against Velocity on 18 February 2025, and those proceedings were discontinued on 12 March 2025. A second notice now appears in the filing history, dated 3 November 2026.

That date needs stating precisely. As this article publishes on 2 November, the register displays a notice dated the following day, while the proceedings were reported by the Burnley Express and others on 28 October. The public material does not explain the gap between the reporting and the date recorded against the notice.

A First Gazette notice is an early stage of the compulsory strike-off process and does not mean a company has been dissolved. Velocity remains recorded as active, and ALK Capital has said it is working to resolve the position: a spokesperson told the Burnley Express that its company secretarial advisers were in contact with Companies House and that the group was working with external accountants and auditors to complete the accounts, which it expected to file in the coming weeks. That sets out the owner's intended response without supplying a filing date.

Security registered above the club

Velocity's charges register shows financing documented above Burnley FC Holdings. Two charges were created on 14 October 2025. The first, 147555170001, was delivered on 15 October and satisfied in full on 24 October 2025. The second, 147555170002, was delivered on 20 October and remains outstanding.

The register names CCM Entertainment II Holdings, LLC as the person entitled, acting as security agent, and the filing summary records that the instrument contains a fixed charge and a negative pledge. A negative pledge generally restricts the creation of competing security, subject to the terms of the underlying agreement, and the appointment of a security agent is consistent with a lending group rather than a single lender — though the instrument runs to eighteen pages and the register's summary is all that is published.

What the registration establishes is that security was granted at Velocity level. It does not disclose the amount borrowed, the amount outstanding, the identity of the economic lenders behind the agent, or whether any enforcement is contemplated, and it cannot be treated as additional borrowing on top of the amounts already disclosed in Burnley's consolidated accounts. The charge instrument would be needed to understand which assets and rights are secured, which matters in a structure where the company above the club has both a large intra-group balance and an outstanding security arrangement of its own.

Why Burnley's accounts make this matter

The Pyramid's earlier investigation set out the financial context. Burnley FC Holdings' latest audited accounts recorded approximately £142.4m of bank borrowing and factored receivables alongside the £80.986m parent-company receivable. Those describe different accounting relationships — the receivable is an asset of the football group, the borrowing and factoring are financing obligations — and they should not be added together as though they were all external debt.

The accounts also carried an unmodified audit opinion containing a material uncertainty related to going concern, with the auditor identifying dependencies involving future player trading and receipts from the parent undertaking. That is not a prediction of failure and should not be read as one. But it does mean the parent's financial position is more consequential here than it would be in a structure where the parent had no material financial relationship with the club, and it is that position which the outstanding accounts leave unexaminable.

There is a timing limitation worth stating plainly. Burnley's audited balances relate to 31 July 2025, while the strike-off proceedings concern the parent's reporting obligations in late October and early November 2026. The available figures cannot establish Burnley's current cash position or the sum presently owed by Velocity.

The regulator has asked for information, as licensing opens

On 29 October the IFR confirmed to the Burnley Express that it was aware of the strike-off notice, had already requested information from Burnley, and was in active discussions with the EFL, declining to comment further. That is regulatory engagement rather than a published finding. The regulator has not announced a sanction, concluded that Burnley's ownership is unsuitable, or made an adverse licensing decision.

The timing is what gives it weight. The IFR's provisional licence application window opened today, 2 November, and runs until 26 February 2027, covering clubs across the top five divisions of English men's football ahead of the 2027/28 season. The final licensing rules, published on 1 July 2026, require applicants to submit a strategic business plan on the regulator's forecasting template and, once licensed, to produce a statement explaining how they apply the regulator's corporate governance code. The framework is built to examine governance, financial sustainability and the resources available to a club.

For Burnley, the open question is how the regulator assesses a club's reliance on a parent undertaking whose own statutory accounts are not available. The IFR can require information directly that is not publicly disclosed, so its request should not be read as evidence that it has been unable to assess Velocity or that the company has failed any test. What the case does illustrate, at the start of the regime, is the shape of the problem: a club's financial sustainability may rest partly on entities whose published information is thinner than the club's own.

The Bottom Line

Velocity Capital (UK) Holdings has filed confirmation statements, recorded corporate changes and registered security, while no annual accounts have been filed since its incorporation in March 2023, including for the period since it took control of Burnley FC Holdings in October 2023.

Its last recorded issued share capital is £10.01, Alan Gary Pace is registered as holding more than half but less than three-quarters of its voting rights, and an outstanding charge names CCM Entertainment II Holdings as security agent. None of those facts establishes financial distress, and the nominal share capital in particular says nothing about the company's resources. Their significance comes from Velocity's position above a football group that recorded almost £81m owed by it and disclosed a material uncertainty related to going concern.

The company has stayed on the register because strike-off tests whether a company is operating, not whether it files accounts — and a company filing confirmation statements each March answers that test. A second notice has now prompted the regulator to request information in the week its licensing regime opened, and ALK says the accounts are being completed. For the IFR, the case poses an early practical question about how to assess clubs whose financial relationships run up into holding companies that report less than they do. For Burnley, the answer should arrive on the Companies House register.