Company No: 10675676 (England and Wales)

Contents

• Balance Sheet
• Notes to the Financial Statements

	Note	31.10.2025		31.10.2024
		£		£
Fixed assets
Intangible assets	3	25,560		6,728
Tangible assets	4	2,524		205
Investments	5	1,416,236		1,416,286
		1,444,320		1,423,219
Current assets
Debtors	6	1,877,471		2,084,552
Cash at bank and in hand		164,568		234,927
		2,042,039		2,319,479
Creditors: amounts falling due within one year	7	( 2,537,109)		( 2,590,133)
Net current liabilities		(495,070)		(270,654)
Total assets less current liabilities		949,250		1,152,565
Provision for liabilities	8	( 5,575)		( 980)
Net assets		943,675		1,151,585
Capital and reserves
Called-up share capital	9	1		1
Profit and loss account		943,674		1,151,584
Total shareholder's funds		943,675		1,151,585

For the financial year ending 31 October 2025 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Director's responsibilities:

• The member has not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The director acknowledges their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Code Pod Management Limited (registered number: 10675676) were approved and authorised for issue by the Director on 21 July 2026. They were signed on its behalf by:

A Landsburgh Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial period, unless otherwise stated.

General information and basis of accounting

CODE Pod Management Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is C/O Johnston Carmichael Llp Birchin Court, Birchin Lane, London, EC3V 9DU, United Kingdom.

The financial statements have been prepared under the historical cost convention and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the company and rounded to the nearest £.

Going concern

The director has assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements. The director has a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Group accounts exemption

Group accounts exemption s399
The Company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the Company as an individual entity and not about its group.

Reporting period length

The previous reporting period covered 14 months to 31 October 2024 and therefore is not wholly comparable to the current 12 month period.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for management services provided in the normal course of business, and is shown net of VAT and other sales related taxes. Turnover is recognised when the company has fulfilled its contractual obligation to the customer.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Intangible assets

Intangible assets are stated at cost or valuation, net of amortisation and any provision for impairment. Amortisation is provided on all intangible assets at rates to write off the cost or valuation of each asset over its expected useful life as follows:

Other intangible assets

10 years straight line

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Computer equipment

3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities
Basic financial liabilities, including creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Balance Sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

2. Employees

	Year ended 31.10.2025		Period from 01.09.2023 to 31.10.2024
	Number		Number
Monthly average number of persons employed by the Company during the year, including the director	10		9

3. Intangible assets

	Other intangible assets		Total
	£		£
Cost
At 01 November 2024	28,506		28,506
Additions	25,560		25,560
Disposals	( 28,506)		( 28,506)
At 31 October 2025	25,560		25,560
Accumulated amortisation
At 01 November 2024	21,778		21,778
Charge for the financial year	1,969		1,969
Disposals	( 23,747)		( 23,747)
At 31 October 2025	0		0
Net book value
At 31 October 2025	25,560		25,560
At 31 October 2024	6,728		6,728

4. Tangible assets

	Computer equipment		Total
	£		£
Cost
At 01 November 2024	410		410
Additions	2,963		2,963
At 31 October 2025	3,373		3,373
Accumulated depreciation
At 01 November 2024	205		205
Charge for the financial year	644		644
At 31 October 2025	849		849
Net book value
At 31 October 2025	2,524		2,524
At 31 October 2024	205		205

5. Fixed asset investments

Investments in subsidiaries

	31.10.2025
	£
Cost
At 01 November 2024	1,416,286
Disposals	( 50)
At 31 October 2025	1,416,236
Carrying value at 31 October 2025	1,416,236
Carrying value at 31 October 2024	1,416,286

Investments in shares

Name of entity	Registered office	Principal activity	Class of shares	Ownership 31.10.2025	Ownership 31.10.2024	Held
Destiny Student England Ltd	International House, 64 Nile Street, London, United Kingdom, N1 7SR	Hotels & similar accomodation	Ordinary	0.00%	50.00%	Direct
Code (The Bindery) Ltd	Bearford House, 39 Hanover Street, Edinburgh, Scotland, EH2 2PJ	Hotels & similar accomodation	Ordinary	50.00%	50.00%	Direct

6. Debtors

	31.10.2025		31.10.2024
	£		£
Trade debtors	0		99
Amounts owed by Group undertakings	1,830,738		1,909,001
Short term loans to Group companies	0		150,226
Corporation tax	30,232		0
Other debtors	16,501		25,226
	1,877,471		2,084,552

7. Creditors: amounts falling due within one year

	31.10.2025		31.10.2024
	£		£
Trade creditors	22,934		38,039
Amounts owed to Group undertakings	1,154,981		1,022,800
Amounts owed to related parties	1,223,184		1,334,642
Corporation tax	0		114,851
Other taxation and social security	99,617		75,179
Other creditors	36,393		4,622
	2,537,109		2,590,133

8. Provision for liabilities

	31.10.2025		31.10.2024
	£		£
Deferred tax	5,575		980

9. Called-up share capital

	31.10.2025		31.10.2024
	£		£
Allotted, called-up and fully-paid
100 Ordinary shares of £ 0.01 each	1		1

10. Financial commitments

Commitments

Capital commitments are as follows:

	31.10.2025		31.10.2024
	£		£
Contracted for but not provided for:
Finance leases entered into	45,714		61,425

Total future minimum lease payments under non-cancellable operating leases are as follows:

	31.10.2025		31.10.2024
	£		£
Within one year	33,853		34,975
Between one and five years	11,861		26,450
Total future minimum lease payments under non-cancellable operating leases	45,714		61,425

11. Related party transactions

Transactions with entities in which the entity itself has a participating interest

	31.10.2025		31.10.2024
	£		£
Amounts owed by other non wholly-owned group companies	1,383,273		1,234,443

The company has taken advantage of disclosure exemptions available under Section 33 for FRS 102 whereby it has not disclosed transactions entered into with any wholly-owned subsidiary of the group.

Other related party transactions

	31.10.2025		31.10.2024
	£		£
Amounts owed to related parties	(1,223,184)		(1,334,642)

12. Ultimate controlling party

The parent company of Code Pod Management Ltd is Code Concepts Group Limited (15095779).

The registered office of Code Concepts Group Limited is C/O Johnston Carmichael LLP, Birchin Court, Birchin Lane, London. EC3V 9DU.