The Directors present their Directors' report and financial statements for the year ended 31 December 2024.

The principal activity of the Company is the provision of administration services to the life and pension industry. This includes the provision of operational and IT administration and support for other Capita companies within the Capita Experience division of Capita plc. The Company works closely with Capita Life & Pensions Regulated Services Limited ('CLPRS') and many of the services provided by the Company are consumed by CLPRS. In particular the Company holds assets which are used as shared infrastructure across both the Company and CLPRS.

On 1 November 2023, the Company transferred its trade and assets to Capita Life and Pension Regulated Services Limited. The Directors have therefore prepared the financial statements on the basis that the Company is no longer a going concern. The financial statements have been prepared on a non going-concern basis as at 31 December 2024. As a consequence, the current assets have been measured and presented at their expected realisable values. The current liabilities are measured and presented at their expected settlement values.

Review of the business

The Company's profit before tax has decreased from £57,582,106 in 2023 to £39,073,654 in 2024 mainly because of a material intercompany loan payable waiver that was recognised as other income in the previous year. Further, the Company received a dividend £43,000,000 from its subsidiary company Capita Life and Pensions International Limited during the year.

The balance sheet on pages 4 to 5 of the financial statements shows the financial position at the year end. Net liabilities have decreased from £48,886,640 in 2023 to £8,829,543 in 2024 driven by the aforementioned dividend receipt during the year.

Details of the amounts owed by/to its parent company and fellow subsidiary companies are shown in notes 11 and 12 to the financial statements.

The results for the year are set out on page 3.

No interim or final dividend was paid or proposed during the year (2023: £nil).

The Directors, who held office during the year and up to the date of signature of the financial statements were as follows:

The Company has granted an indemnity to the directors of the Company against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006. This qualifying third-party indemnity provisions remains in force as at the date of approving the directors' report.

The Company made no political donations and incurred no political expenditure during the year (2023: £nil).

The Directors are responsible for preparing the Strategic report, the Directors’ report 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 they have elected to prepare the financial statements in accordance with United Kingdom ('UK') accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework.

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 its profit or loss 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 estimates that are reasonable and prudent;

• state whether applicable UK accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• assess the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and as explained in the note 1.1 of the financial statements, the Directors do not believe the going concern basis to be appropriate and these financial statements are not prepared on that basis.

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 responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

The income statement has been prepared on the basis that the company has ceased all operations.

The notes and information on pages 7 to 15 form an integral part of these financial statements.

The notes and information on pages 7 to 15 form an integral part of these financial statements.

For the financial year ended 31 December 2024, the company was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.

The Directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

The balance classified as share capital is the nominal proceeds on issue of the Company's equity share capital, comprising 100 ordinary shares of £1 each.

The balance pertains to net losses accumulated in the Company.

The notes and information on pages 7 to 15 form an integral part of these financial statements.

Capita Life & Pensions Services Limited is a private company limited by shares incorporated in England and Wales. The registered office is First Floor, 2 Kingdom Street, Paddington, London, England, W2 6BD. The company's principal activities and nature of its operations are disclosed in the Directors' report.

In determining the appropriate basis of preparation for the financial statements for the year ended 31 December 2024, the Company’s Directors (‘the Directors’) are required to consider whether the Company can continue in operational existence for the foreseeable future, being a period of at least 12 months following the approval of these accounts.

The principal activity of the Company ceased on 1 November 2023 when trade and assets of the Company were transferred to Capita Life and Pension Regulated Services Limited. The Directors have therefore prepared the financial statements a non-going concern basis as at 31 December 2024. As a consequence, the Directors have considered the adjustments required to prepare the financial statement on a non-going concern basis. The expected realisable and settlement values for current assets and liabilities are not considered to be materially different from their carrying value at the balance sheet date. Therefore, the Directors have considered that no further adjustments are required as a result of preparing the financial statements on a non-going concern basis.

The Company has applied FRS101 – Reduced Disclosure Framework in the preparation of its financial statements.

The Company has prepared and presented these financial statements by applying the recognition, measurement and disclosure requirements of international accounting standards in conformity with the requirements of the Companies Act 2006 .

The Company's ultimate parent company, Capita plc, includes the Company in its consolidated statements. The consolidated financial statements are prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and with UK-adopted International Financial Reporting Standards ('UK-IFRSs') and the Disclosure and the Transparency Rules of the UK's Financial Conduct Authority. They are available to the public and may be obtained from Capita plc’s website on https://www.capita.com/investors .

In these financial statements, the Company has applied the disclosure exemptions available under FRS 101 in respect of the following disclosures:

•     A cash flow statement and related notes;

•     Comparative period reconciliations for share capital, tangible fixed assets and intangible assets;

•     Disclosures in respect of transactions with wholly owned subsidiaries;

•     Disclosures in respect of capital management;

•     The effects of new but not yet effective IFRSs; and

•     Disclosures in respect of the compensation of key management personnel.

Since the consolidated financial statements of Capita plc include equivalent disclosures, the Company has also taken the disclosure exemptions under FRS 101 available in respect of the following disclosure:

•     Certain disclosures required by IAS 36 in respect of the impairment of investment in subsidiaries; and

•     Certain disclosures required by IFRS 7 and certain disclosure exemptions as permitted by IFRS 13 Fair value measurement.

The Company has adopted the new amendments to standards detailed below but they do not have a material effect on the Company's financial statements.

Property, plant and equipment are stated at cost less depreciation and impairment. Depreciation is provided at rates calculated to write-off the cost less estimated residual value of each asset over its expected useful life, as follows:

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The Company has investments in subsidiaries.

Investments in subsidiaries is initially recorded at cost. Subsequently they are reviewed for impairment if events or changes in circumstances indicate the carrying value may not be recoverable.

At each balance sheet date, the Company assesses whether there are indicators to reverse the previously recognised impairment loss. The reversals of impairment are only recognised where there has been a change in the estimates used to determine the investment’s recoverable amount since the last impairment loss was recognised.

At each balance sheet date, the Company assesses whether there is any indication that an asset may be impaired. Where an indicator of impairment exists, the Company makes a formal estimate of the asset's recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. The recoverable amount is the higher of an asset's or cash-generating unit's fair value less costs to sell and its value in use is determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the asset.

Trade and other receivables

The trade and other receivables have been measured and presented at their expected realisable values.

Trade and other payables

The trade and other payables have been measured and presented at their expected settlement values.

Tax on the profit or loss 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 directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.

Deferred tax is provided, using the liability method, on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax assets and unused tax losses can be utilised, except where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date.

Monetary assets and liabilities denominated in foreign currencies are translated into British pounds sterling at the rates of exchange ruling at the balance sheet date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Transactions in foreign currencies are recorded at the rate of exchange ruling at the date of the transaction. All foreign exchanges gains/losses are recognised in the income statement.

The financial statements present information about the Company as an individual company and not about its Group. The Company has not prepared Group accounts because it is fully exempt from the requirement to do so by section 400 of the Companies Act 2006 since it is a subsidiary company of Capita plc, a company incorporated in England and Wales, and is included in the consolidated financial statements of that company.

The preparation of financial statements in accordance with generally accepted accounting principles requires the directors to make judgements and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingencies at the date of the financial statements and the reported income and expense during the presented periods. Although these judgements and assumptions are based on the directors’ best knowledge of the amount, events or actions, actual results may differ.

On 12 December 2024, the Company received an interim dividend of £43,000,000 from its subsidiary company Capita Life and Pensions International Limited.

In 2023, the Company entered into a debt restructuring arrangement with its parent company, Capita plc, whereby Capita plc approved write back of an intercompany on demand loan totalling £59,086,865 as per the terms of the deed. £3 relates to write back of intercompany loan payable to Gissings Trustees Limited following its liquidation.

The charge for the year can be reconciled to the profit per the income statement as follows:

A change to the main UK corporation tax rate was substantively enacted on 24 May 2021. The rate applicable from 1 April 2023 increased from 19% to 25%. The deferred tax asset at 31 December 2024 has been calculated based on the 25% rate.

*Movement arising from transfer of trade refers to deferred tax assets of £13,497,149 transferred from the Company pursuant to the transfer of its trade and assets to Capita Life & Pension Regulated Services Limited in 2023.

Other movements includes derecognition of assets recorded against trade payables in relation to unfulfilled purchase orders.

Details of the company's subsidiaries at 31 December 2024 are as follows:

Registered office addresses:

Amounts due from Group companies are repayable on demand. These are not chargeable to interest except for the amounts involving Capita Plc, on which interest is charged as per the prevailing Bank of England rates.

Amounts due to Group companies are repayable on demand. These are not chargeable to interest except for the amounts involving Capita Plc, on which interest is charged as per the prevailing Bank of England rates.

The average monthly number of employees (including directors) year were:

Their aggregate remuneration comprised:

The above includes payroll costs for temporary staff as well as recharges from other Group entities in respect of various services received by the Company throughout the year.

All directors are paid by other companies within the Capita Group. The Company has not paid any fees or other remuneration to the Group based Directors related to the directorship role they provided to the Company as a part of their Group-wide executive management role. The Company has estimated that allocation of the qualifying services that these Group based Directors provided to the Company is inconsequential.

The Company is a wholly owned subsidiary undertaking of Capita plc, a company incorporated in England and Wales. The financial statements of Capita plc are available from the registered office at First Floor, 2 Kingdom Street, Paddington, London, England, W2 6BD.

There are no significant events which have occurred after the reporting period.