ACCOUNTS - Final Accounts

Registered number: 11075499

	DIRECTORS' REPORT AND FINANCIAL STATEMENTS
	FOR THE YEAR ENDED 31 MARCH 2025

	SITU PLAN LIMITED


SITU PLAN LIMITED

COMPANY INFORMATION

Directors	M. M. Loussier
	T. F. Salvant


Registered number	11075499


Registered office	3 Valentine Place
	Southwark
	London
	SE1 8QH


Independent auditor	Menzies LLP
	Chartered Accountants & Statutory Auditor
	2nd Floor, Origin One
	108 High Street
	Crawley
	RH10 1BD


SITU PLAN LIMITED

CONTENTS

	Page
Directors' report	1 - 2
Independent auditor's report	3 - 5
Statement of income and retained earnings	6
Statement of financial position	7
Notes to the financial statements	8 - 11


SITU PLAN LIMITED

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.

Directors' responsibilities statement

The directors are responsible for preparing 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 judgements and accounting estimates that are reasonable and prudent; and

∙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 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.

Principal activity

The Company did not trade during the year having ceased trading in January 2024.
As a result, the going concern basis is no longer appropriate and these financial statements have been drawn up on a basis other than the going concern basis.

Directors

The directors who served during the year were:

M. M. Loussier

T. F. Salvant

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Auditor

Under section 487(2) of the Companies Act 2006, Menzies LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

Page 1


SITU PLAN LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2025

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

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

M. M. Loussier

Director

Date: 4 May 2026

3 Valentine Place

Southwark

London

SE1 8QH

Page 2


SITU PLAN LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SITU PLAN LIMITED

Disclaimer of opinion

We were engaged to audit the financial statements of Situ Plan Limited (the ‘Company’) for the year ended 31 March 2025 which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position and notes to the financial statements, including a summary of significant accounting policies.

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
We do not express an opinion on the accompanying financial statements of the company. Because of the significance of the matter described in the basis for disclaimer of opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

Basis for disclaimer of opinion

During the previous reporting period ended 31 March 2024, the company was acquired by Egis Engineering. As a result of the acquisition the company’s finance team was replaced, and management are unable to access the historical accounting records which were maintained by the entity’s previous finance team prior to acquisition. Further, the entity has not traded in the current year, although the minimal transactions which have occurred could not be appropriately allocated. This has meant that sufficient, appropriate audit evidence could not be obtained to complete the planned audit procedures.
We have not been able to obtain sufficient, appropriate audit evidence to confirm or verify by alternative means the following financial statement balances:

∙Administrative expenses totalling £240,989 within the Statement of Income and Retained Earnings for the period ended 31 March 2025;

∙Interest receivable and similar income totalling £2,006 within the Statement of Income and Retained Earnings for the period ended 31 March 2025;

∙Trade debtors included in the Statement of Financial Position at a total amount of £748,628 as at 31 March 2025;

∙Other debtors due within one year included in the Statement of Financial Position at a total amount of £1,000 as at 31 March 2025;

∙Cash at bank and in hand included in the Statement of Financial Position at a total amount of £547,449 as at 31 March 2025;

∙Capital contribution reserve included in the Statement of Financial Position at a total amount of £2,494,893 as at 31 March 2025;

∙The company’s tax position as at 31 March 2025; and

∙The company’s opening balances as at 01 April 2024.

As a result, we were unable to determine whether any adjustments might have been found necessary in respect of the above balances. We therefore cannot express an opinion over Current Assets, Current Liabilities or Capital Reserves included in the Statement of Financial Position, nor can we express an opinion over the Administrative Expenses within the Statement of Income and Retained Earnings.

Emphasis of matter - financial statements prepared on a basis other than going concern

We draw attention to Note 2.2 to the financial statements which explains that the directors intend to liquidate the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than going concern as described in Note 2.2. Our opinion is not modified in respect of this matter.

Page 3


SITU PLAN LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SITU PLAN LIMITED (CONTINUED)

Opinion on other matters prescribed by the Companies Act 2006

Notwithstanding our disclaimer of an opinion on the financial statements, in our opinion, based on the work undertaken in the course of the audit:

∙the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Directors' Report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

Notwithstanding our disclaimer of an opinion on the financial statements, in the light of the knowledge and understanding of the company and its environment obtained in the course of the audit performed subject to the pervasive limitation described above, we have not identified material misstatements in the directors’ report.

Arising from the limitation of our work referred to above:

∙we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and

∙we were unable to determine whether adequate accounting records had been kept;

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:

∙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

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

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 1, 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.

Page 4


SITU PLAN LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SITU PLAN LIMITED (CONTINUED)

Auditor's responsibilities for the audit of the financial statements

Our responsibility is to conduct an audit of the company’s financial statements in accordance with International Standards on Auditing (UK) and to issue an auditor’s report.
However, because of the matter described in the basis for disclaimer of opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.
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 the provisions available for small entities, in the circumstances set out in Note 2.1 to the financial statements, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

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 an Auditor's 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.

Caroline Milton FCA (Senior Statutory Auditor)

for and on behalf of

Menzies LLP

Chartered Accountants

Statutory Auditor

2nd Floor, Origin One

108 High Street

Crawley

RH10 1BD

4 May 2026

Page 5


SITU PLAN LIMITED

STATEMENT OF INCOME AND RETAINED EARNINGS

FOR THE YEAR ENDED 31 MARCH 2025

	31 March	15 months ended 31 March
	2025	2024
	£	£


Turnover	-	2,840,818
Cost of sales	-	(1,504,323)
Gross profit	-	1,336,495
Administrative expenses	(240,989)	(1,658,483)
Operating loss	(240,989)	(321,988)
Interest receivable and similar income	2,006	1,414
Interest payable and similar expenses	-	(202)
Loss before tax	(238,983)	(320,776)
Loss after tax	(238,983)	(320,776)



Retained earnings at the beginning of the year (restated)	(959,833)	(639,057)
	(959,833)	(639,057)
Loss for the year	(238,983)	(320,776)
Retained earnings at the end of the year	(1,198,816)	(959,833)

The notes on pages 8 to 11 form part of these financial statements.

Page 6


SITU PLAN LIMITED REGISTERED NUMBER:11075499

STATEMENT OF FINANCIAL POSITION

AS AT 31 MARCH 2025

		2025		Restated 2024
Note		£		£


Current assets
Debtors: amounts falling due within one year	4	749,628		1,451,301
Cash at bank and in hand		547,449		510,958
		1,297,077		1,962,259
Creditors: amounts falling due within one year	5	-		(2,921,092)
Net current assets/(liabilities)			1,297,077		(958,833)
Total assets less current liabilities			1,297,077		(958,833)

Net assets/(liabilities)			1,297,077		(958,833)

Capital and reserves
Called up share capital		1,000	1,000
Other reserves	6	2,494,893	-
Profit and loss account	6	(1,198,816)	(959,833)
		1,297,077	(958,833)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

M. M. Loussier

Director

Date: 4 May 2026

The notes on pages 8 to 11 form part of these financial statements.

Page 7


SITU PLAN LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

1.	General information

Situ Plan Limited is a private company limited by shares and incorporated in England and Wales. The address of the registered office is disclosed on the Company Information page, which is also its principal place of business.
The previous accounting period was lengthened to a fifteen month period ended 31 March 2024 in order to align with the group. Therefore, the two periods are not directly comparable.

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 disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

2.2

Going concern

In January 2024 the Company ceased to trade and the entity is in the process of being wound up. As a result the financial statements have been prepared on a basis other than a going concern basis.

2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentation currency is GBP and the accounts are rounded to the nearest £.

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 period 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 period-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.

2.4

Turnover

The Company provides international planning and design consultancy services. Turnover is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. Turnover is recognised on a straight-line basis over the term of the contract.

2.5

Interest Income

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

Page 8


SITU PLAN LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.6

Interest Expense

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

Taxation

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.

2.8

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Employees

The average monthly number of employees, including the directors, during the year was 2 (2024 - 3).

Page 9


SITU PLAN LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

Debtors

					2025	Restated 2024
					£	£


Trade debtors	748,628	1,450,301
Called up share capital not paid	1,000	1,000
	749,628	1,451,301

The comparative figures have been restated for the prior year adjustment described in Note 7.

5.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Bank overdrafts	-	291
Trade creditors	-	17,480
Amounts owed to group undertakings	-	2,478,234
Other taxation and social security	-	34,181
Accruals and deferred income	-	390,906
	-	2,921,092

Reserves

Other reserves

During the year, an intercompany balance was waived of £2,494,893. The waiver has been accounted for as a capital contribution in accordance with FRS 102 and recognised directly in equity within other reserves. No income has been recognised in the profit and loss account in respect of this transaction.

Profit and loss account

The profit and loss account reserve records retained earnings and accumulated losses.

7.	Prior year adjustment

During the year, the directors identified an understatement in trade debtors relating to the prior period. As a result, a correcting journal has been recorded to adjust the opening balance of trade debtors as at 1 April 2024. The impact of this adjustment was to increase trade debtors by £651,505 with a corresponding adjustment to retained earnings. As a result of this adjustment there is no impact on the tax charge for the prior year.

Page 10


SITU PLAN LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

8.	Ultimate parent company

The Company’s immediate parent undertaking, by virtue of its ownership of 100% of the share capital in Situ Plan Limited, was Egis Engineering, whose registered office is located at 15 Avenue Du Centre, 78286 Guayancourt Cedex, France.
Egis SA, a company incorporated in France, is regarded by the directors as the ultimate parent company. Egis SA prepares consolidated financial statements in which the Company is included, and copies of these consolidated accounts are available from their registered office, which is the same as that of Egis Engineering.

Page 11