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Company registration number: 11311703











________________________________________________________________________________________


LIVA LIMITED

________________________________________________________________________________________



ANNUAL REPORT

INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 
31 DECEMBER 2025

 
LIVA LIMITED
REGISTERED NUMBER:11311703

BALANCE SHEET
AS AT 31 DECEMBER 2025

Unaudited/ Restated
2025
2024
Note

Fixed assets
  

Tangible assets
 4 
13,985
-

Investments
 5 
1,329,068
261,505

  
1,343,053
261,505

Current assets
  

Debtors: amounts falling due after more than one year
 6 
-
1,013,030

Debtors: amounts falling due within one year
 6 
728,053
750,080

Cash at bank and in hand
  
1,521,038
1,025,918

  
2,249,091
2,789,028

Creditors: amounts falling due within one year
 7 
(821,194)
(321,403)

Net current assets
  
 
 
1,427,897
 
 
2,467,625

Total assets less current liabilities
  
2,770,950
2,729,130

Creditors: amounts falling due after more than one year
 8 
(500,000)
(500,000)

  

Net assets
  
2,270,950
2,229,130


Capital and reserves
  

Called up share capital 
 9 
52,462
52,462

Share premium account
 10 
1,604,903
1,604,903

Capital redemption reserve
 10 
9,006
9,006

Foreign exchange reserve
 10 
(1,243)
(1,243)

Profit and loss account
 10 
605,822
564,002

  
2,270,950
2,229,130


Page 1

 
LIVA LIMITED
REGISTERED NUMBER:11311703
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2025

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 have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements on pages 1 to 12 were approved and authorised for issue by the board on 3 June 2026  and were signed on its behalf by:




C Kueppers
Director

Page 2
 

LIVA LIMITED
 
 
 


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



Called up share capital
Share premium account
Capital redemption reserve
Foreign exchange reserve
Profit and loss account
Total equity




At 1 January 2025 (unaudited/as restated)
52,462
1,604,903
9,006
(1,243)
564,002
2,229,130



Comprehensive income for the year


Profit for the year
-
-
-
-
41,820
41,820

Total comprehensive income for the year
-
-
-
-
41,820
41,820



Total transactions with owners
-
-
-
-
-
-



At 31 December 2025
52,462
1,604,903
9,006
(1,243)
605,822
2,270,950



Page 3

 

LIVA LIMITED
 
 
 


STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024



Called up share capital
Share premium account
Capital redemption reserve
Foreign exchange reserve
Profit and loss account
Total equity




At 1 January 2024 (unaudited)
36,000
-
-
(1,243)
152,841
187,598



Comprehensive income for the year


Loss for the year (as restated)
-
-
-
-
(779,833)
(779,833)

Total comprehensive income for the year
-
-
-
-
(779,833)
(779,833)



Contributions by and distributions to owners


Purchase of own shares
-
-
9,006
-
(9,006)
-


Shares issued during the year
25,468
2,804,903
-
-
-
2,830,371


Shares cancelled during the year
(9,006)
-
-
-
-
(9,006)


Capital reduction
-
(1,200,000)
-
-
1,200,000
-



Total transactions with owners
16,462
1,604,903
9,006
-
1,190,994
2,821,365



At 31 December 2024 (unaudited/as restated)
52,462
1,604,903
9,006
(1,243)
564,002
2,229,130



Page 4
 
LIVA LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.Accounting policies

 
1.1

Statement of compliance

The Company's principal activity is the provision of M&A insurance services.

Liva Limited is a private company limited by shares and is incorporated and domiciled in England and Wales. The address of its registered office is 85 Gresham Street, London, England, EC2V 7NQ. 

On 17 April 2025, Liva Partners Limited changed its name by special resolution to Liva Limited.

  
1.2

Basis of preparation of financial statements

The financial statements have been prepared in accordance with United Kingdom Accounting Standards, including Section 1A 'Small Entities' of Financial Reporting Standard 102, ‘the Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland’ (“FRS 102”) and the Companies Act 2006.  The financial statements have been prepared under the historical cost convention.

The preparation of financial statements requires the use of certain critical accounting estimates.  It also requires management to exercise its judgment in the process of applying the Company's accounting policies.  The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2. 

The finacial statements are for the year ended 31 December 2025. Due to the identification of a material error in the prior period, the comparatives have been restated, see note 14. The comparatives are unaudited.
 

  
1.3

Turnover

Revenue is recognised to the extent that the Company obtains the right to consideration in exchange for its performance.  Revenue is measured at the fair value of the consideration received or receivable, net of discounts, rebates and value added tax.  The following criteria must also be met before revenue is recognised:

Sale of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

the amount of revenue can be measured reliably;
it is probable that the company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 5

 
LIVA LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.Accounting policies (continued)

  
1.4

Tangible fixed assets

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses.  Cost includes the original purchase price, costs directly attributable to bringing the asset to its working condition for its intended use and dismantling and restoration costs.

Depreciation is calculated, using the straight line method, to allocate the cost of assets less their residual value over their estimated useful lives, as follows:

                Computer & Office Equipment        -  3 years

The assets’ residual values and useful lives are reviewed, and adjusted, if appropriate, at the end of each reporting period.  The effect of any change is accounted for prospectively.

Subsequent costs are included in the assets’ carrying amount or recognised as a separate asset, as appropriate, only when it is probable that economic benefits associated with the item will flow to the Company and the cost can be measured reliably.  Repairs and maintenance costs are expensed as incurred.

Tangible fixed assets are derecognised on disposal or when no future economic benefits are expected.  On disposal, the difference between the net disposal proceeds and the carrying amount is recognised in the Profit and Loss Account and included in ‘administrative expenses’.

  
1.5

Investments

Investments in subsidiaries are measured at cost less accumulated impairment.

  
1.6

Financial instruments

The Company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.

Short term debtors and creditors

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price.  Any losses arising from impairment are recognised in the Profit and Loss Account in ‘administrative expenses’.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and in hand.

Offsetting

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Page 6

 
LIVA LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.Accounting policies (continued)

  
1.7

Foreign currency translation

Functional and presentation currency

The Company's functional currency is the euro. The Company's presentation currency is the euro.

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.  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 the Profit and Loss Account.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Profit and Loss Account within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Profit and Loss Account under the heading to which they relate.

  
1.8

Share capital

Ordinary shares are classified as equity.

  
1.9

Operating leases: lessee

At inception the Company assesses agreements that transfer the right to use assets.  The assessment considers whether the arrangement is, or contains, a lease based on the substance of the arrangement.

Leases that do not transfer all the risks and rewards of ownership are classified as operating leases.  Rentals payable under operating leases are charged to the Profit and Loss Account on a straight line basis over the period of the lease.  Lease incentives are recognised over the lease term on a straight line basis.

  
1.10

Related party transactions

The Company discloses transactions with related parties which are not wholly owned within the same group. It does not disclose transactions with members of the same group that are wholly owned. Where appropriate, transactions of a similar nature are aggregated unless, in the opinion of the directors separate disclosure is necessary to understand the effect of the transactions on the Company’s financial statements.

Page 7

 
LIVA LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.Accounting policies (continued)

  
1.11

Taxation

Taxation expense for the period comprises current and deferred tax recognised in the reporting period. Tax is recognised in the Profit and Loss Account. Current or deferred taxation assets and liabilities are not discounted.

Current tax

Current tax is the amount of corporation tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end.

Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred tax

Deferred tax arises from timing differences that are differences between taxable profits and profit on ordinary activities before taxation as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.

Deferred tax is recognised on all timing differences at the reporting date except for certain exceptions. Unrelieved tax losses and other deferred tax assets are only recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

  
1.12

Interest income

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


2.


Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing the financial statements management are required to make judgements, 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 these estimates.  Whilst management have made judgements, estimates and assumptions in preparing the financial statements, they consider that these have not had a significant effect on amounts recognised.


3.


Employees

The average monthly number of employees, including directors, during the year was 7 (2024 - 3).

Page 8

 
LIVA LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

4.


Tangible fixed assets





Office equipment
Computer equipment
Total




Cost 


At 1 January 2025 (unaudited)
3,211
6,044
9,255


Additions
18,926
-
18,926



At 31 December 2025

22,137
6,044
28,181



Depreciation


At 1 January 2025 (unaudited)
3,211
6,044
9,255


Charge for the year on owned assets
4,941
-
4,941



At 31 December 2025

8,152
6,044
14,196



Net book value



At 31 December 2025
13,985
-
13,985



At 31 December 2024
-
-
-


5.


Fixed asset investments





Investments in subsidiary companies




Cost 


At 1 January 2025 (unaudited)
261,505


Additions
1,067,563



At 31 December 2025
1,329,068




Page 9

 
LIVA LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

6.


Debtors

2025
Unaudited 2024

Due after more than one year

Amounts owed by group undertakings
-
1,013,030


Unaudited/ Restated
2025
2024

Due within one year

Trade debtors
116,673
65,335

Amounts owed by group undertakings
344,732
480,210

Other debtors
24,647
4,485

Prepayments and accrued income
236,975
200,050

Corporation tax recoverable
5,026
-

728,053
750,080



7.


Creditors: Amounts falling due within one year

Unaudited/ Restated
2025
2024

Trade creditors
25,498
69,419

Amounts owed to group undertakings
497,534
133,458

Corporation tax
-
5,188

Other taxation and social security
37,428
12,141

Other creditors
4,523
-

Accruals and deferred income
256,211
101,197

821,194
321,403


Page 10

 
LIVA LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

8.


Creditors: Amounts falling due after more than one year

2025
Unaudited 2024

Amounts owed to group undertakings
500,000
500,000


The loan is secured by means of a fixed and floating charge over the shares of the Company.


9.


Share capital

2025
Unaudited 2024
Allotted, called up and fully paid



5,246,170 (2024 - 5,246,170) Ordinary shares of 0.01 each
52,462
52,462



10.


Reserves

Share premium account

The share premium reserve is a non-distributable reserve.

Capital redemption reserve

The capital redemption reserve is a non-distributable reserve.

Foreign exchange reserve

The foreign exchange reserve is a non-distributable reserve.

Profit and loss account

The profit and loss account is a wholly distributable reserve.

Page 11

 
LIVA LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

11.

Prior year adjustment

During the year, the company reviewed its revenue recognition policy to ensure compliance with the requirements of FRS102 and to provide more reliable and relevant information to users of the financial statements. As a result of this review, the company has revised the point at which revenue is recognised.

Comparative figures for the year ended 31 December 2024 have therefore been restated to reflect the revised accounting treatment. The adjustments made are set out below:
2024
As previously stated
2024
As restated
        
        
Turnover

793,548

983,783

Prepayments and accrued income

-

200,050

Accruals and deferred income

91,382

101,197


As a result of these adjustments, the previously stated loss for the year to 31 December 2024 of €970,068 has been reduced by €190,235 to €779,833.


12.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified.

In their report, the auditors emphasised the following matter without qualifying their report:
The financial statements of Liva Limited for the year ended 31 December 2024 were unaudited.

The audit report was signed on 3 June 2026 by Jane Lowden (Senior Statutory Auditor) on behalf of F. W. Smith, Riches & Co..

 
Page 12