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Registered number: 06624137
















SITU LIVING LTD




ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025


































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SITU LIVING LTD

 
COMPANY INFORMATION


DIRECTORS
R V Gonzaga (resigned 13 May 2024)
A J Mott 
J L Stapleton 
P T Stapleton 




REGISTERED NUMBER
06624137



REGISTERED OFFICE
Unit 3 Ulysses House
Heron Road

Exeter

EX2 7PH




INDEPENDENT AUDITORS
Bishop Fleming Audit Limited
Chartered Accountants & Statutory Auditors

Brook House

Winslade Park

Manor Drive

Clyst St Mary

Exeter

EX5 1GD






SITU LIVING LTD


CONTENTS



Page
Strategic report
Directors' report
Directors' responsibilities statement
Independent auditors' report
Statement of comprehensive income
Statement of financial position
Statement of changes in equity
Statement of cash flows
Notes to the financial statements


SITU LIVING LTD

 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025

INTRODUCTION
 
The Directors present their strategic report for the year ended 31 March 2025.
Situ Living Ltd (Situ) operates solely as an independent serviced apartment agency, specialising in corporate accommodation. We remain dedicated to this sector and do not engage in other business areas.
As an independent agent, we do not own or have a financial stake in any of the properties we represent. Instead, we function as a sales agent, much like a travel agency that arranges stays at various hotels.
Our customer base is diverse, spanning multiple industries and business sizes, as well as individual clients. Additionally, we collaborate with companies in the business travel sector, including global relocation firms and travel management companies.
Situ offers multiple ways for customers to find and book serviced apartments. Clients can connect with our team directly, use our online booking platform, or opt for a combination of both. Our Company continues to grow by establishing operations in strategically important locations worldwide.

BUSINESS REVIEW
 
The year ended 31 March 2025 has been a year of development for Situ, both in terms of operational improvement and the execution of our long-term strategy. The Company has achieved a 26% annual increase in turnover, which reflects growth in trust and reputation.

For the year under review, the Company made an operating profit of £725,152. While this represents a reduction compared to the previous year, this reflects our continued strategic investment in recruitment to ensure the Company has the necessary talent and resources to meet increasing demand and sustain long-term success.

PRINCIPAL RISKS AND UNCERTAINTIES
 
The Directors review the industry that the Company operates in and take risk management through reviewing key risks and mitigations.

The risks identified are:

Competition: The serviced accommodation sector is highly competitive with many established providers offering similar services. The Company regularly assesses competitor offerings to refine its services, ensuring continuous improvements and maintaining a strong market position.
Economic Conditions: International and local economic changes would have a direct impact on demand for serviced accommodation. The Company monitors economic trends closely to proactively adapt its strategy based on changing market conditions.
Regulatory and Compliance: Changes in policies or regulations by the government can affect our ability to deliver services or change the composition of our cost of operations. The Company is forward-looking and facilitates compliance with regulations, ensuring adherence in all operating regions.
Supply Chain: Supply constraints or rising operational costs could limit access to suitable accommodation, which would affect service delivery. The Company is working to strengthen supplier relationships and diversify its portfolio to mitigate such risks.
Technological: As a technology-driven business, any interruption or failure of digital infrastructure could impact delivery of service and client satisfaction. To mitigate such risk, the Company invests in digital infrastructure and the regular update and maintenance of systems.
Cybersecurity: A cyber-attack could compromise sensitive data. The Company regularly assesses its cybersecurity controls, including data encryption, access controls, and employee training, to guard against evolving threats.



SITU LIVING LTD


STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

FINANCIAL KEY PERFORMANCE INDICATORS
 
The Company’s key financial and other performance indicators during the year were as follows: 
 
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This report was approved by the board on 24 December 2025 and signed on its behalf.


A J Mott
Director

1
SITU LIVING LTD

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025

The Directors present their report and the financial statements for the year ended 31 March 2025.

PRINCIPAL ACTIVITY

The principal activity of the Company continued to be that of an independent booking agent providing travel management solutions that specialise in serviced apartment accommodation.

RESULTS AND DIVIDENDS

The profit for the year, after taxation, amounted to £511,254 (2024: £652,000).

During the year, the Directors declared dividends of £560,000 (2024: £402,843). After the year end, the directors declared a dividend of £375,000 which has not been recognised in these financial statements. 

DIRECTORS

The Directors who served during the year were:

R V Gonzaga (resigned 13 May 2024)
A J Mott 
J L Stapleton 
P T Stapleton 

FUTURE DEVELOPMENTS

The Directors intend to maintain the strategies that have supported the Company’s performance to date. They expect continued stability and, where conditions allow, further growth in the coming year from ongoing operations. 

DISCLOSURE OF INFORMATION TO AUDITORS

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the directors are aware, there is no relevant audit information of which the Company's auditors are unaware, and

the directors have taken all the steps that ought to have been taken as Directors in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

POST BALANCE SHEET EVENTS

On 8th of September 2025, the Company undertook a reorganisation whereby a new group structure was inserted above Situ Living Ltd, with the Company becoming a wholly owned subsidiary of Extensa Limited, which is itself wholly owned by the ultimate parent, Artogen Ltd.


SITU LIVING LTD
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

AUDITORS

The auditorsBishop Fleming Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 



A J Mott
Director

Date: 24 December 2025

Unit 3 Ulysses House
Heron Road
Exeter
EX2 7PH


SITU LIVING LTD

 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025

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 the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;

make judgments 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.



SITU LIVING LTD

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SITU LIVING LTD
OPINION


We have audited the financial statements of Situ Living Ltd (the 'Company') for the year ended 31 March 2025, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity, the Statement of cash flows, and the related notes, 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 March 2025 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 United Kingdom, including the Financial Reporting Council'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 other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The Directors are responsible for the other information contained within the Annual ReportOur 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. 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 course of 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.




SITU LIVING LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SITU LIVING LTD (CONTINUED)

OPINION 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report have 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 Strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which 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 Directors' responsibilities statement set out on page , 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 is 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.




SITU LIVING LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SITU LIVING LTD (CONTINUED)

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 an Auditors' report 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:

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
 
the nature of the sector, control environment and the Company's performance;
results of our enquiries of management and the Directors, about their own identification and assessment of the risks of irregularities; 
any matters we identified having obtained and reviewed the Company's documentation of their policies and procedures relating to: 
identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; 
detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
the matters discussed among the audit engagement team regarding how and where the fraud might occur in the financial statements and any potential indicators of fraud; 
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud, which included incorrect recognition of revenue, management override of controls using manual journal entries, and identified the greatest potential for fraud as incorrect recognition of revenue and management override using manual journal entries.
 
We have obtained an understanding of the legal and regulatory frameworks that the Company operated in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we have considered in this context include UK Companies Act, FRS 102 and UK tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which, may be fundamental to the Company's ability to operate or to avoid a material penalty. These included data protection regulations, agency laws, tax compliance, occupational health and safety regulations, and employment legislation.

Our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess the recognition of revenue;
enquiring of Directors and management concerning actual and potential litigation and claims;
performing procedures to confirm material compliance with the requirements of the above regulations;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
reading minutes of director meetings; and
in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; 
and assessing whether the judgments made in making accounting estimates are indicative of a potential bias.

We also communicated relevant identified laws and regulations and potential fraud risks to all enragement team


SITU LIVING LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SITU LIVING LTD (CONTINUED)

members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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 Auditors' report.

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 2006Our 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 an Auditors' report 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.



Fleur Lewis FCA (Senior statutory auditor)
for and on behalf of
Bishop Fleming Audit Limited
Chartered Accountants
Statutory Auditors
Brook House
Winslade Park
Manor Drive
Clyst St Mary
Exeter
EX5 1GD

24 December 2025


SITU LIVING LTD

 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025

2025
2024
Note
£
£

  

Turnover
 4 
10,984,548
8,738,396

Cost of sales
  
(3,912,557)
(2,887,153)

Gross profit
  
7,071,991
5,851,243

Administrative expenses
  
(6,359,439)
(4,891,424)

Other operating income
 5 
12,600
12,600

Operating profit
 6 
725,152
972,419

Interest receivable and similar income
 10 
21,454
42,855

Interest payable and similar expenses
 11 
(35,508)
(54,496)

Profit before tax
  
711,098
960,778

Tax on profit
 12 
(199,844)
(308,778)

Profit for the financial year
  
511,254
652,000

The notes on  form part of these financial statements.


SITU LIVING LTD
REGISTERED NUMBER:06624137

STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 13 
4,353,514
1,715,627

Tangible assets
 14 
2,027,757
1,443,049

  
6,381,271
3,158,676

Current assets
  

Debtors: amounts falling due within one year
 15 
11,513,424
11,057,701

Cash at bank and in hand
 16 
2,016,554
1,225,138

  
13,529,978
12,282,839

Creditors: amounts falling due within one year
 17 
(16,790,452)
(12,220,455)

Net current (liabilities)/assets
  
 
 
(3,260,474)
 
 
62,384

Total assets less current liabilities
  
3,120,797
3,221,060

Creditors: amounts falling due after more than one year
 18 
(353,275)
(442,550)

Provisions for liabilities
  

Deferred tax
 21 
(706,305)
(478,547)

Net assets
  
 
 
2,061,217
 
 
2,299,963


Capital and reserves
  

Called up share capital 
 22 
2,000
2,150

Capital redemption reserve
 23 
150
-

Profit and loss account
 23 
2,059,067
2,297,813

  
2,061,217
2,299,963


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


A J Mott
Director

Date: 24 December 2025

The notes on  form part of these financial statements.


SITU LIVING LTD


STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£


At 1 April 2023
2,150
-
2,048,656
2,050,806


Comprehensive income for the year

Profit for the year
-
-
652,000
652,000


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(402,843)
(402,843)



At 1 April 2024
2,150
-
2,297,813
2,299,963


Comprehensive income for the year

Profit for the year
-
-
511,254
511,254


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(560,000)
(560,000)

Nominal value of shares repurchased
-
150
-
150

Shares redeemed during the year
(150)
-
-
(150)

Premium on share redemption charged to retained earnings
-
-
(190,000)
(190,000)


At 31 March 2025
2,000
150
2,059,067
2,061,217


The notes on  form part of these financial statements.



SITU LIVING LTD


STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025

2025
2024
£
£

Cash flows from operating activities

Profit for the financial year
511,254
652,000

Adjustments for:

Amortisation of intangible assets
382,975
562,920

Depreciation of tangible assets
106,362
96,773

Interest paid
35,508
-

Interest received
(21,454)
-

Taxation charge
199,844
308,778

(Increase)/decrease in debtors
(282,526)
2,853,668

Increase/(decrease) in creditors
4,425,893
(732,233)

Bad debt adjustment
(31,460)
-

Corporation tax received/(paid)
-
(409,015)

Foreign exchange
12,854
-

Net cash generated from operating activities

5,339,250
3,332,891


Cash flows from investing activities

Purchase of intangible fixed assets
(3,020,862)
(1,370,619)

Purchase of tangible fixed assets
(691,070)
(196,177)

Interest received
21,454
42,855

Net cash from investing activities

(3,690,478)
(1,523,941)

Cash flows from financing activities

Purchase of ordinary shares
(190,000)
-

Repayment of loans
(59,044)
(495,904)

New finance leases
(60,510)
42,862

Dividends paid
(560,000)
(402,843)

Interest paid
(35,508)
(54,496)

Net cash used in financing activities
(905,062)
(910,381)

Net increase in cash and cash equivalents
743,710
898,569

Cash and cash equivalents at beginning of year
888,003
(10,566)

Cash and cash equivalents at the end of year
1,631,713
888,003


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
2,016,554
1,225,138

Bank overdrafts
(384,841)
(337,135)

1,631,713
888,003




SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

1.


GENERAL INFORMATION

Situ Living Ltd (Company registration number 06624137) is a private Company limited by shares and incorporated in England and Wales. The address of the registered office is Unit 3 Ulysses House, Heron Road, Exeter, England, EX2 7PH.

The principal activity of the Company during the year was that of an independent booking agent providing travel management solutions that specialise in serviced apartment accommodation.

2.ACCOUNTING POLICIES

 
2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

GOING CONCERN

Accounting standards require the Directors to consider the appropriateness of the going concern basis when preparing the financial statements. The Directors confirm that they consider the going concern basis to be appropriate, based upon trading, liquidity, and forecasts prepared for a period of at least 12 months from the date of approval of the financial statements.
 
The Company has a net liabilities position at the balance sheet date. The Directors have prepared detailed forecasts which provide confidence that the business remains a going concern. The forecasts indicate that the Company has sufficient cash to meet its liabilities as they fall due during this period. In forming their assessment, the Directors have also taken into account a letter of support provided by the shareholders. In addition, the Directors are engaged in discussions regarding potential refinancing arrangements to free up additional capital if required. Accordingly, the Directors are satisfied that it is appropriate to prepare the financial statements on a going concern basis.



SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.3

FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each year end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

REVENUE

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Situ acts as an agent in respect of bookings by customers, as it is not the primary party responsible for providing the components that make up the customers bookings, and it does not control the components before they are transferred to customers. 
Commission Income 
Commission is earned from accommodation suppliers and is recognised when the performance obligation of arranging and facilitating the booking is fulfilled, typically occurring for each night of the guest's stay.

 
2.5

INTEREST INCOME

Interest income is recognised in profit or loss using the effective interest method.

 
2.6

FINANCE COSTS

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.7

BORROWING COSTS

All borrowing costs are recognised in profit or loss in the year in which they are incurred.



SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.8

PENSIONS

DEFINED CONTRIBUTION PENSION PLAN

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

 
2.9

CURRENT AND DEFERRED TAXATION

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity, respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.




SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.10

INTANGIBLE ASSETS

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

The Product suite under construction is stated at cost less any accumulated impairment losses. Costs include development expenditure incurred in designing, testing, and implementing the Product suite.

The asset is not amortised until it is ready for use. Amortisation will commence when the asset is available for use and will be charged on a straight-line basis over its estimated useful life, which will be reviewed annually. Until that point, the asset is reviewed for indicators of impairment in accordance with FRS 102 Section 27 Impairment of Assets.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 Amortisation is provided on the following bases:

Product suite
-
50%
straight line
Product suite - Under construction
-
%
Not amortised

The Company’s intangible assets are amortised on a straight-line basis over their estimated useful lives. Previously, the Product suite was amortised at a rate of 33% per annum (straight-line), reflecting an estimated useful life of three years.
During the current financial year, management reassessed the expected useful life of the Product suite, considering the anticipated obsolescence of the existing technology and the planned introduction of a replacement platform. As a result of this review, the estimated remaining useful life was revised, and the amortisation rate was changed to 50% per annum straight-line with effect from 1st April 2024. 
This change in amortisation rate represents a change in accounting estimate under UK GAAP and has been applied prospectively.

Management believes the revised amortisation rate more appropriately reflects the pattern of consumption of the future economic benefits of the Product suite.

 
2.11

TANGIBLE FIXED ASSETS

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Freehold property is not depreciated as its residual value is considered to be equal to or greater than the carrying amount, and therefore any depreciation charge would be immaterial. This assessment is supported by an external valuation performed in 2025. The residual value is reviewed annually to ensure that it remains appropriate.



SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.ACCOUNTING POLICIES (CONTINUED)


2.11
TANGIBLE FIXED ASSETS (CONTINUED)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
Not depreciated
Motor vehicles
-
25% straight line
Office equipment
-
20% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.12

DEBTORS

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.13

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.

 
2.14

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.15

PROVISIONS FOR LIABILITIES

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.


SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.16

FINANCIAL INSTRUMENTS

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of income and retained earnings.

 
2.17

DIVIDENDS

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.



SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

3.



JUDGMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY

The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following have been considered to be significant estimates or judgments:
Useful economic lives and residual values of tangible fixed assets
Depreciation is charged so as to allocate the cost of tangible fixed assets, less their residual values, over their estimated useful economic lives. The depreciation methods and useful lives applied are disclosed in note 2.11.
The estimation of useful economic lives and residual values is a key area of judgement and is based on management’s assessment, having regard to manufacturers’ guidelines, expected usage, asset condition, and management’s experience of the sector in which the business operates. Useful lives and residual values are reviewed at each reporting date and, where expectations differ from previous estimates, any changes are accounted for prospectively.
Freehold property is not depreciated as management considers that the residual value of the property is equal to or greater than its carrying amount, and therefore any depreciation charge would be immaterial. This assessment represents a significant judgement of management. The residual value is reviewed annually to ensure that it remains appropriate.
Useful economic life of intangible assets
Amortisation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives. The bases for amortisation charges are detailed in note 2.10 and are reviewed and adjusted prospectively if appropriate or if there is a significant change since the last reporting date. Useful lives are estimated by management with reference to license terms and existing knowledge and experience of the sector in which the business operates.
Carrying value of intangible and tangible assets
Management assesses the probability of expected future economic benefits using reasonable and supportable assumptions that represent their best estimate of the economic conditions that will exist over the useful life of the asset.
In reviewing for impairment, the carrying value of such assets is compared to the estimated discounted cashflows expected from the use of the assets which involves significant estimates on the part of management. If there is a material change in economic conditions, climate or other circumstances influencing the estimate of future cash flows or fair value the Company could be required to recognise impairment charges in the future.


4.


TURNOVER

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Commission income
10,984,548
8,738,396

10,984,548
8,738,396




SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

5.


OTHER OPERATING INCOME

2025
2024
£
£

Management fee income
12,600
12,600

12,600
12,600



6.


OPERATING PROFIT

The operating profit is stated after charging:

As restated
2025
2024
£
£

Depreciation and amortisation
489,337
659,693

Exchange differences
12,854
(6,732)

Other finance lease rentals
54,339
45,116

(447,852)
(607,845)


7.


AUDITORS' REMUNERATION

During the year, the Company obtained the following services from the Company's auditors:


2025
2024
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
25,200
25,200

Fees payable to the Company's auditors in respect of:

Taxation compliance services
2,200
2,000

All taxation advisory services not included above
11,310
-

8.


EMPLOYEES

The average monthly number of employees, including Directors, during the year was 95 (2024:78)


Staff costs, including directors' remuneration, were as follows:


2025
2024
£
£

Wages and salaries
3,377,959
2,241,041

Social security costs
324,533
224,810

Cost of defined contribution scheme
81,643
63,533

3,784,135
2,529,384




SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

9.


DIRECTORS' REMUNERATION

2025
2024
£
£

Directors' emoluments
227,400
213,640

Company contributions to defined contribution pension schemes
9,459
8,439

236,859
222,079


The highest paid director received remuneration of £124,851 (2024: £107,818).


10.


INTEREST RECEIVABLE

2025
2024
£
£


Other interest receivable
21,454
42,855

21,454
42,855


11.


INTEREST PAYABLE AND SIMILAR EXPENSES

2025
2024
£
£


Bank interest payable
20,539
41,520

Interest payable on hire purchase
14,969
12,976

35,508
54,496



SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

12.


TAXATION


2025
2024
£
£

CORPORATION TAX


Current tax on profits for the year
(27,914)
40,142


TOTAL CURRENT TAX
(27,914)
40,142

DEFERRED TAX


Origination and reversal of timing differences
227,758
268,636

TOTAL DEFERRED TAX
227,758
268,636


TAX ON PROFIT
199,844
308,778

FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is the same as (2024: the same as) the standard rate of corporation tax in the UK of 25% (2024: 25%) as set out below:

2025
2024
£
£


Profit on ordinary activities before tax
711,908
960,778


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)
175,997
240,195

EFFECTS OF:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
14,513
16,382

Capital allowances for year in excess of depreciation
26,248
24,193

Adjustments to tax charge in respect of prior periods
(27,914)
28,008

Losses carried back
11,000
-

TOTAL TAX CHARGE FOR THE YEAR
199,844
308,778


SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

13.


INTANGIBLE ASSETS




Product Suite Under Construction
Product Suite
Total

£
£
£



COST


At 1 April 2024
977,926
1,934,192
2,912,118


Additions
3,020,862
-
3,020,862



At 31 March 2025

3,998,788
1,934,192
5,932,980



AMORTISATION


At 1 April 2024
-
1,196,491
1,196,491


Charge for the year
-
382,975
382,975



At 31 March 2025

-
1,579,466
1,579,466



NET BOOK VALUE



At 31 March 2025
3,998,788
354,726
4,353,514



At 31 March 2024
977,926
737,701
1,715,627




SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

14.


TANGIBLE FIXED ASSETS





Freehold property
Motor vehicles
Office equipment
Total

£
£
£
£



COST OR VALUATION


At 1 April 2024
1,207,934
425,737
265,830
1,899,501


Additions
584,007
103,480
3,583
691,070


Disposals
-
(44,290)
-
(44,290)



At 31 March 2025

1,791,941
484,927
269,413
2,546,281



DEPRECIATION


At 1 April 2024
-
240,867
215,585
456,452


Charge for the year on owned assets
-
-
22,028
22,028


Charge for the year on financed assets
-
84,334
-
84,334


Disposals
-
(44,290)
-
(44,290)



At 31 March 2025

-
280,911
237,613
518,524



NET BOOK VALUE



At 31 March 2025
1,791,941
204,016
31,800
2,027,757



At 31 March 2024
1,207,934
184,870
50,245
1,443,049

FINANCE LEASES

The net book value of assets held under finance leases were £204,016 (2024: £184,870)


15.


DEBTORS

2025
2024
£
£


Trade debtors
8,231,713
7,140,507

Amounts owed by associates
755,684
1,644,125

Other debtors
604,199
748,209

Prepayments and accrued income
1,746,828
1,524,860

Tax recoverable
175,000
-

11,513,424
11,057,701




SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

16.


CASH AND CASH EQUIVALENTS

2025
2024
£
£

Cash at bank and in hand
2,016,554
1,225,138

Less: bank overdrafts
(384,841)
(337,135)

1,631,713
888,003



17.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025
2024
£
£

Bank overdrafts
384,841
337,135

Bank loans
77,649
77,649

Trade creditors
5,482,642
4,045,955

Amounts owed to associates
117,077
292,862

Other taxation and social security
140,224
192,406

Obligations under finance lease and hire purchase contracts
118,424
50,579

Other creditors
7,526,694
5,112,233

Accruals and deferred income
2,942,901
2,111,636

16,790,452
12,220,455


Other creditors comprise various balances arising in the ordinary course of business, including amounts invoiced to clients for bookings where payment has not yet been received, and which are yet to be reimbursed to suppliers. These amounts are classified within creditors and will be settled in accordance with supplier payment terms.


18.


CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025
2024
£
£

Bank loans
226,016
285,137

Net obligations under finance leases and hire purchase contracts
127,259
157,413

353,275
442,550




SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

19.


LOANS


Analysis of the maturity of loans is given below:


2025
2024
£
£

AMOUNTS FALLING DUE WITHIN ONE YEAR

Bank loans
77,649
77,649

AMOUNTS FALLING DUE 1-2 YEARS

Bank loans
77,649
77,649

AMOUNTS FALLING DUE 2-5 YEARS

Bank loans
148,367
207,488


303,665
362,786


The loan balance consists of a mortgage related loan of £303,665 (2024: £362,786).
The mortgage related loan is being repaid in monthly instalments over 7 years from 3 August 2022. Interest is payable on this loan at a fixed rate of 5.51% and is secured against all property of Situ Living Ltd.


20.


HIRE PURCHASE LEASES


Minimum lease payments under hire purchase fall due as follows:

2025
2024
£
£


Within one year
118,424
50,579

Between 1-5 years
127,259
157,413

245,683
207,992


SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

21.


DEFERRED TAXATION




2025


£






At beginning of year
(478,547)


Charged to the profit or loss
(227,758)



AT END OF YEAR
(706,305)

The provision for deferred taxation is made up as follows:

2025
2024
£
£


Fixed asset timing differences
(1,229,964)
(482,129)

Short term timing differences
352
3,582

Losses and other deductions
523,307
-

(706,305)
(478,547)


22.


SHARE CAPITAL

2025
2024
£
£
ALLOTTED, CALLED UP AND FULLY PAID



1,900 (2024: 1,900) Ordinary shares of £1.00 each
1,900
1,900
100 (2024: 100) A Ordinary shares of £1.00 each
100
100
0 (2024: 150) B Ordinary shares of £1.00 each
-
150

2,000

2,150

On 20 May 2025, the Company purchased and subsequently cancelled 150 B Ordinary shares of £1 each. 




SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

23.


RESERVES

Capital redemption reserve

During the year, the Company repurchased and cancelled 150 ordinary shares with a nominal value of £1 each for a total consideration of £190,000.

In accordance with the requirements of the Companies Act 2006, a capital redemption reserve of £150 was created, equivalent to the nominal value of the shares cancelled. 

This reserve was funded out of distributable profits and represents a non-distributable reserve that ensures the Company's capital is maintained following the share buyback.

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses.

24.


ANALYSIS OF NET DEBT




At 1 April 2024
Cash flows
At 31 March 2025
£

£

£

Cash at bank and in hand

1,225,138

791,416

2,016,554

Bank overdrafts

(337,135)

(47,706)

(384,841)

Debt due after 1 year

(285,137)

59,121

(226,016)

Debt due within 1 year

(84,968)

7,319

(77,649)

Finance leases

(207,992)

(37,691)

(245,683)



309,906
772,459
1,082,365


25.


PENSION COMMITMENTS

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £81,643 (2024: £63,533). Contributions totalling £1,409 (2024: £14,328) were payable to the fund at the balance sheet date.


26.


CHARGES AND GUARANTEES

On the 27 August 2024, 5 October 2016 and 11 August 2022, charges were registered in line with Chapter A1 Part 25 of the Companies Act 2006 with Companies House. Pursuant to the charge, HSBC UK Bank PLC acting through its registered office at 1 Centenary Square, Birmingham, United Kingdom, B1 1HQ placed a fixed and floating charge on all property of Situ Living Ltd.
On 3rd September 2024, one of the charges was satisfied in full and a statement of satisfaction was filed with Companies House. 


SITU LIVING LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

27.


RELATED PARTY TRANSACTIONS

During the year there were net credit movements of £165 (2024: £2,905) to P T Stapleton, director and shareholder of the Company. At the year end the Company owed £980 (2024: £4,371).
During the year there were net credit movements of £165 (2024: £2,905) to J L Stapleton, director and shareholder of the Company. At the year end, the Company owed £980 (2024: £4,371).

During the year there were net debit movements of £5,846 (2024: £16,231) to A J Mott, director of the Company. At the year end, the Company was owed £7,269 (2024: £1,423) by A J Mott.

Dividends of £560,000 (2024: £402,843) were declared to the Directors during the year.

At the year end, there was a balance due from Cathedral & Quay Properties Limited, a Company with common control of £12,076 (2024: £12,026).
 
At the year end, there was a balance due from Cathedral & Quay Developments Limited, a Company with common control of £13 (2024: £13). 

At the year end, there was a balance due from 130 Taunton Road Limited, a Company with common control of £743,343 (2024: £1,632,086). 

At the year end, there was a balance due to Cathedral & Quay Portfolio Limited, a Company with common control of £117,077 (2024: £292,862). 

28.


POST BALANCE SHEET EVENTS

On 8th of September 2025, the Company undertook a reorganisation whereby a new group structure was inserted above Situ Living Ltd, with the Company becoming a wholly owned subsidiary of Extensa Limited, which is itself wholly owned by the ultimate parent, Artogen Ltd. 
Subsequent to the year end, the directors declared a dividend of £375,000. This dividend has not been recognised as a liability in these financial statements.


29.


CONTROLLING PARTY

At the year end, the Company was jointly owned by P. T. Stapleton and J. L. Stapleton. On 8 September 2025, control of the Company transferred to its immediate parent company, Extensa Group Ltd. The ultimate controlling party is Artogen Ltd which is owned by P. T. Stapleton and J. L. Stapleton.