GHS Global Relocation UK Limited - Limited company accounts 25.1

REGISTERED NUMBER: 03931283 (England and Wales)

Report of the Directors and

Financial Statements

for the Year Ended 31 December 2024

for

GHS Global Relocation UK Limited

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Income Statement

6

Other Comprehensive Income

7

Balance Sheet

8

Statement of Changes in Equity

9

Notes to the Financial Statements

10

DIRECTORS:

H C Richardson

J Margolis

REGISTERED OFFICE:

Kingston House

Lydiard Fields

Swindon

Wiltshire

SN58UB

REGISTERED NUMBER:

03931283 (England and Wales)

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

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

H C Richardson

J Margolis

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing 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;

-	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.

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 or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Sumer Auditco Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

H C Richardson - Director

30 September 2025

Opinion

We have audited the financial statements of GHS Global Relocation UK Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, 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 101 'Reduced Disclosure Framework' (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;

-	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 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

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 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; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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.

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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to health and safety, anti-bribery, employment law and company legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements of the Company. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and taxation legislation. 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 to increase revenue or reduce expenditure, and management bias in accounting estimates and judgemental areas of the financial statements. Audit procedures performed by the audit engagement team included:

-

Discussions with management, including consideration of known or suspected instances of non-compliance with
laws and regulations and fraud;

-

Understanding of management's internal controls designed to prevent and detect irregularities, and fraud;

-

Reviewing the Company's legal costs to check for non-compliance with laws and regulations and fraud;

-

Review of tax compliance with the involvement of our tax specialists in the audit;

-

Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing of
expenses;

-

Reviewing assumptions and judgements made by management in its significant accounting estimates:

-

Testing transactions entered into outside of the normal course of the Company's business; and

-

Identifying and testing journal entries, in particular any journal entries with fraud characteristics such as journals
with round numbers.

There are inherent limitations in the audit procedures described above 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 would become aware of it. Also, 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 or intentional misrepresentations, or through collusion.

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.

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.

David Iain Black (Senior Statutory Auditor)

for and on behalf of Sumer Auditco Limited

Statutory Auditors

Hermes House

Fire Fly Avenue

Swindon

Wiltshire

SN2 2GA

30 September 2025

TURNOVER

-

OPERATING PROFIT

-

Gain/loss on revaluation of investments

(20,787,970

)

-

LOSS BEFORE TAXATION

4

(20,787,970

)

-

Tax on loss

5

-

LOSS FOR THE FINANCIAL YEAR

(20,787,970

)

-

LOSS FOR THE YEAR

(20,787,970

)

-

OTHER COMPREHENSIVE INCOME

-

TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

(20,787,970

)

-

FIXED ASSETS

Investments

6

13,759,919

34,547,889

TOTAL ASSETS LESS CURRENT
LIABILITIES

13,759,919

34,547,889

CAPITAL AND RESERVES

Called up share capital

7

65,765,488

Other reserves

32,765,027

Retained earnings

8

(84,770,596

)

(63,982,626

)

SHAREHOLDERS' FUNDS

13,759,919

34,547,889

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

The financial statements were approved by the Board of Directors and authorised for issue on 30 September 2025 and were signed on its behalf by:

H C Richardson - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

Balance at 1 January 2023

65,765,488

(63,982,626

)

32,765,027

34,547,889

Balance at 31 December 2023

65,765,488

(63,982,626

)

32,765,027

34,547,889

Total comprehensive income

-

(20,787,970

)

-

(20,787,970

)

Balance at 31 December 2024

65,765,488

(84,770,596

)

32,765,027

13,759,919

1.	STATUTORY INFORMATION

GHS Global Relocation UK Ltd ('the company') is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The company acts as a holding company. The principal activity of the company and its subsidiaries is the provision of global talent mobility solution services to its clients.

2.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced

Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the

historical cost convention.

The company is an indirectly wholly owned subsidiary of SIRVA Relocation Holdings Limited, and the company's

results are included in the consolidated financial statements of SIRVA Relocation Holdings Limited. The

company has taken advantage of the exemption from preparing group accounts under s.400 of the Companies act 2006 and has prepared separate financial statements. These financial statements have been prepared in accordance with FRS 101 and the Companies Act 2006. These financial statements are prepared under the historical cost convention. The annual report and financial statements of SIRVA Relocation Holdings Limited are available to the public on request and filed at companies house.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":

•

the requirements of paragraphs 62, B64(d), B64(e), B64(g), B64(h), B64(j) to B64(m), B64(n)(ii), B64(o)(ii),
B64(p), B64(q)(ii), B66 and B67 of IFRS 3 Business Combinations;

•

the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement;

•

the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative
information in respect of:

-

paragraphs 53(a), (h) and (j) of IFRS 16;

-

paragraph 79(a)(iv) of IAS 1; and

-

paragraph 118(e) of IAS 38 Intangible Assets;

•

the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134 to
136 of IAS 1;

•

the requirements of

-

paragraphs 1 to 44E, 44H(b)(ii) and 45 to 63 of IAS 7 Statement of Cash Flows; and

-

paragraphs 44F, 44G, 44H(a), 44H(b)(i), 44H(b)(iii) and 44H(c) of IAS 7;

•

the requirements of paragraphs 88C and 88D of IAS 12 Income Taxes;

•

the requirements of paragraph 74(b) of IAS 16;

•

the requirements of paragraphs 17 and 18A of IAS 24 Related Party Disclosures;

•

the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into
between two or more members of a group;

Taxation

Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the balance sheet date.

Investments

The investment balance represents the company's investment in its wholly owned subsidiary, BGRS Global UK Limited. The investment is held at cost less impairment and is

assessed for impairment at each reporting date.

Impairment of investments

An investment not carried at fair value through profit or loss is assessed at each reporting date to determine

whether there is objective evidence that it is impaired. An investment is impaired if objective evidence indicates

that a loss event has occurred after the initial recognition of the asset, and that the loss event had a negative

effect on the estimated future cash flows of that asset that can be estimated reliably.

An impairment loss in respect of financial instruments measured at cost less impairment, an impairment loss is

calculated as the difference between the carrying amount and the best estimate of the amount the company

would receive for the asset if it were to be sold at the reporting date. When a subsequent event causes the amount of impairment to decrease, the decrease in impairment loss is reversed through profit or loss.

3.	EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 December 2024 nor for the year ended 31 December 2023.

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

2024

2023

Directors

2

2024

2023

£

Directors' remuneration

-

4.	LOSS BEFORE TAXATION

The loss before taxation is stated after charging/(crediting):

2024

2023

£

Investment impairment

(20,787,970

)

-

5.

TAXATION

Analysis of tax expense

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

6.	INVESTMENTS

Unlisted

investments

£

COST

At 1 January 2024

34,547,889

Impairments

(20,787,970

)

At 31 December 2024

13,759,919

NET BOOK VALUE

At 31 December 2024

13,759,919

At 31 December 2023

34,547,889

The company's investments at the Balance Sheet date in the share capital of companies include the following:

BGRS Global UK Limited

Registered office: Kingston House, Lydiard Fields, Swindon, Wiltshire, SN5 8UB

Nature of business:

%

Class of shares:

holding

Ordinary

100.00

2024

2023

£

Aggregate capital and reserves

13,759,919

19,630,309

Loss for the year

(5,870,390

)

(7,648,690

)

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

65,765,488

Ordinary

£1

65,765,488

8.

RESERVES

Retained

Other

earnings

reserves

Totals

£

At 1 January 2024

(63,982,626

)

32,765,027

(31,217,599

)

Deficit for the year

(20,787,970

)

(20,787,970

)

At 31 December 2024

(84,770,596

)

32,765,027

(52,005,569

)

9.	ULTIMATE PARENT COMPANY

SIRVA Holdings LLC (incorporated in United States of America) is regarded by the directors as being the company's ultimate parent company and is the parent company of the largest group of which the company is a member.

At the year end date the immediate and intermediate holding company was SIRVA Relocation Holdings Limited and the next group into which the results of the company are consolidated.

Copies of the consolidated financial statements of SIRVA Relocation Holdings Limited can be found at Kingston House, Lydiard Fields, Swindon, SN5 8UB.