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REGISTERED NUMBER: 03970775 (England and Wales)













Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 December 2024

for

SITA IPS UK Plc

SITA IPS UK Plc (Registered number: 03970775)






Contents of the Financial Statements
for the Year Ended 31 December 2024




Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Income Statement 9

Other Comprehensive Income 10

Balance Sheet 11

Statement of Changes in Equity 12

Notes to the Financial Statements 13


SITA IPS UK Plc

Company Information
for the Year Ended 31 December 2024







DIRECTORS: Dr G Oschmann
Mr M Midon Nieves



SECRETARY: C Osthoff



REGISTERED OFFICE: Boston House
Henley-on-Thames
RG9 1DY



REGISTERED NUMBER: 03970775 (England and Wales)



SENIOR STATUTORY AUDITOR: Mr Nicholas Smith BFP, ACA, CTA



AUDITORS: Villars Hayward LLP
Chartered Accountants,
Chartered Tax Advisers and Statutory Auditors
Boston House
Henley-on-Thames
RG9 1DY

SITA IPS UK Plc (Registered number: 03970775)

Strategic Report
for the Year Ended 31 December 2024

The directors present their strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS
The company traded positively generating a positive end of year operating result (EBIT) and is in line with the original forecasts.

PRINCIPAL RISKS AND UNCERTAINTIES
The directors have focused on the UK aviation market where there is opportunity for business development and growth. The software market is increasingly developing with growing opportunities to deliver and support Airport Passenger Self Service Solutions, specifically Self Baggage Drop solutions.

BALANCED AND COMPREHENSIVE ANALYSIS OF DEVELOPMENT AND PERFORMANCE
The company is a wholly owned subsidiary and its emphasis is the sales of SITA products and services. The financial statements report the results for the year.

KEY PERFORMANCE INDICATORS
Turnover £'000

2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
£385.1 £624.6 £611.5 £701.1 £604.9 £478.6 £403.4 £512.9 £459.0 £328.0

Gross margin

2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
71.80% 80.82% 85.27% 87.70% 86.00% 81.54% 77.79% 78.40% 97.69% 98.27%

ON BEHALF OF THE BOARD:





Dr G Oschmann - Director


11 April 2025

SITA IPS UK Plc (Registered number: 03970775)

Report of the Directors
for the Year Ended 31 December 2024

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITIES
In keeping with the company's core competency, its principal activities during the year continue to be aviation systems with some residual activity in mobile telecommunications. However as covered in previous years, aviation revenues now considerably exceed mobile revenues and will continue to take a larger percentage of the revenues each year.

The company's principal focus was in the area of sales, marketing and technical support supplementing in-house resources with external specialists as appropriate throughout the year.

Sales activity will continue to develop business in airline passenger self-service management with the parent companies range of Intelligent Passenger Systems (IPS) products for check-in, self-service baggage drop and other passenger processing solutions.

Revenue growth is envisaged for the upcoming year.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2024.

FUTURE DEVELOPMENTS
During 2025, we expect the company will continue to consolidate its existing customer base in mobile and further develop aviation.

DIRECTORS
Dr G Oschmann has held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

Mr M Midon Nieves was appointed as a director after 31 December 2024 but prior to the date of this report.

Mr D J Austin ceased to be a director after 31 December 2024 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in
the financial statements;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

SITA IPS UK Plc (Registered number: 03970775)

Report of the Directors
for the Year Ended 31 December 2024


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:





Dr G Oschmann - Director


11 April 2025

Report of the Independent Auditors to the Members of
SITA IPS UK Plc

Opinion
We have audited the financial statements of SITA IPS UK Plc (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit 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 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. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
SITA IPS UK Plc


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Report of the Independent Auditors to the Members of
SITA IPS UK Plc


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding and accumulated knowledge of the Company and the sector in which it operates we considered the risk of acts by the Company which were contrary to applicable laws and regulations, including fraud and whether such actions or non-compliance might have a material effect on the financial statements.

These included but were not limited to those that relate to the form and content of the financial statements, such as the accounting policies, United Kingdom Generally Accepted Accounting Practice, the UK Companies Act 2006 and those that relate to the payment of employees. All team members were briefed to ensure they were aware of any relevant regulations in relation to their work. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries, management bias in accounting estimates and improper revenue recognition around the year end. Our audit procedures included, but were not limited to:

- Agreement of the financial statement disclosures to underlying supporting documentation;
- Challenging assumptions and judgements made by management in their significant accounting estimates;
- Testing a sample of revenue items recognised around the period end;
- Identifying and testing a sample of journal entries, in particular any journal entries posted with specific keywords and certain selected characteristics;
- We performed a detailed review of the Company's period end adjusting entries and investigated any that appeared unusual as to the nature or amount and agreed to supporting documentation;
- We understood how the Company is complying with those legal and regulatory frameworks by making enquiries of management, and those responsible for legal and compliance procedures. We corroborated enquiries through our review of board minutes and other supporting documentation;
- We communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit;
- We held discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud; and
- Obtaining an understanding of the control environment in monitoring compliance with laws and regulations.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Report of the Independent Auditors to the Members of
SITA IPS UK Plc


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.




Mr Nicholas Smith BFP, ACA, CTA (Senior Statutory Auditor)
for and on behalf of Villars Hayward LLP
Chartered Accountants,
Chartered Tax Advisers and Statutory Auditors
Boston House
Henley-on-Thames
RG9 1DY

16 April 2025

SITA IPS UK Plc (Registered number: 03970775)

Income Statement
for the Year Ended 31 December 2024

31.12.24 31.12.23
Notes £    £   

TURNOVER 328,045 458,964

Cost of sales 5,647 10,582
GROSS PROFIT 322,398 448,382

Administrative expenses 312,862 409,272
OPERATING PROFIT and
PROFIT BEFORE TAXATION 9,536 39,110

Tax on profit 6 - -
PROFIT FOR THE FINANCIAL YEAR 9,536 39,110

SITA IPS UK Plc (Registered number: 03970775)

Other Comprehensive Income
for the Year Ended 31 December 2024

31.12.24 31.12.23
Notes £    £   

PROFIT FOR THE YEAR 9,536 39,110


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR THE YEAR 9,536 39,110

SITA IPS UK Plc (Registered number: 03970775)

Balance Sheet
31 December 2024

31.12.24 31.12.23
Notes £    £   
CURRENT ASSETS
Debtors 7 40,829 95,401
Cash at bank 454,353 409,136
495,182 504,537
CREDITORS
Amounts falling due within one year 8 50,656 69,547
NET CURRENT ASSETS 444,526 434,990
TOTAL ASSETS LESS CURRENT LIABILITIES 444,526 434,990

CAPITAL AND RESERVES
Called up share capital 9 1,600,000 1,600,000
Retained earnings 10 (1,155,474 ) (1,165,010 )
SHAREHOLDERS' FUNDS 444,526 434,990

The financial statements were approved by the Board of Directors and authorised for issue on 11 April 2025 and were signed on its behalf by:





Dr G Oschmann - Director


SITA IPS UK Plc (Registered number: 03970775)

Statement of Changes in Equity
for the Year Ended 31 December 2024

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2023 1,600,000 (1,204,120 ) 395,880

Changes in equity
Total comprehensive income - 39,110 39,110
Balance at 31 December 2023 1,600,000 (1,165,010 ) 434,990

Changes in equity
Total comprehensive income - 9,536 9,536
Balance at 31 December 2024 1,600,000 (1,155,474 ) 444,526

SITA IPS UK Plc (Registered number: 03970775)

Notes to the Financial Statements
for the Year Ended 31 December 2024

1. STATUTORY INFORMATION

SITA IPS UK Plc. is a public company, limited by shares incorporated in England and Wales and has its registered office and principal place of business at Boston House, Boston Road, Henley-on-Thames, RG9 1DY.

The principal activity of the company was that of the provision of mobile solutions and aviation systems.

The financial statements are presented in Sterling (£), which is also the functional currency of the company.

The company is a wholly owned subsidiary undertaking of SITA IPS Gmbh, a company registered in Germany.

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements have been prepared in accordance with applicable accounting standards.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows.

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
Revenue (described as Turnover) is the amount receivable for services rendered, net of returns, discounts and value added tax. Revenue is measured at the fair value of consideration received or receivable and is recognised at the point the service is delivered.

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.

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. The assets of the scheme are held separately from those of the company in an independent administered fund.

Financial assets and liabilities
Trade and other debtors are initially recognised at transaction price and are subsequently remeasured to amortised cost using the effective interest method, less impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases, the receivables are stated at cost less impairment losses for bad and doubtful debts.

Cash and cash equivalents comprise cash at bank and in hand, demand deposits with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts, when applicable, are shown within current liabilities.

Trade and other creditors are initially recognised at transaction price and are subsequently remeasured to amortised cost using the effective interest method unless the effect of discounting would be immaterial, in which case they are stated at cost.

SITA IPS UK Plc (Registered number: 03970775)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Going concern
The financial statements have been prepared on the assumption that the company is able to carry on business as a going concern which the directors consider appropriate having regard to the circumstances outlined in the notes to the financial statements.

3. EMPLOYEES AND DIRECTORS
31.12.24 31.12.23
£    £   
Wages and salaries 235,025 309,955
Social security costs 12,005 26,756
Other pension costs 6,204 9,052
253,234 345,763

The average number of employees during the year was as follows:
31.12.24 31.12.23

Sales 3 3

4. DIRECTORS' EMOLUMENTS
31.12.24 31.12.23
£    £   
Directors' remuneration 53,882 129,560

5. OPERATING PROFIT

The operating profit is stated after charging:

31.12.24 31.12.23
£    £   
Auditors' remuneration 7,200 6,800
Foreign exchange differences 42 50

6. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023.

7. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.24 31.12.23
£    £   
Trade debtors 12,263 9,399
Amounts owed by group undertakings 21,775 82,900
Prepayments & accrued income 6,791 3,102
40,829 95,401

SITA IPS UK Plc (Registered number: 03970775)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.24 31.12.23
£    £   
Trade creditors 3,585 2,950
Amounts owed to group undertakings - 974
Social security and other taxes 3,889 5,727
VAT 641 1,025
Accruals & deferred income 42,541 58,871
50,656 69,547

9. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.24 31.12.23
value: £    £   
1,600,000 Ordinary £1 1,600,000 1,600,000

10. RESERVES
Retained
earnings
£   

At 1 January 2024 (1,165,010 )
Profit for the year 9,536
At 31 December 2024 (1,155,474 )

11. ULTIMATE PARENT COMPANY

The ultimate holding company is SITA IPS Gmbh which is incorporated in Germany. SITA IPS Gmbh is situated at Vosskuhle 37, 44141 Dortmund, Germany. Copies of the financial statements of SITA IPS UK Plc may be obtained from this address.

12. GOING CONCERN

The balance sheet reports a negative retained earnings position. The directors are aware of this and have reported this to the shareholders who are happy with the financial position of the company. The shareholders have confirmed that they will provide financial support as necessary to support the working capital requirements of the company for the foreseeable future.