REGISTERED NUMBER: OC393083 (England and Wales)

REPORT OF THE MEMBERS AND

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

SOUTHAMPTON CEDP LLP

Page

General Information

1

Report of the Members

2

Income Statement

3

Statement of Comprehensive Income

4

Statement of Financial Position

5

Reconciliation of Members' Interests

7

Notes to the Financial Statements

8

DESIGNATED MEMBERS:

University Hospital Southampton NHS Foundation Trust

Partnering Solutions (Southampton) Limited

REGISTERED OFFICE:

5 The Triangle

Wildwood Drive

Worcester

WR5 2QX

REGISTERED NUMBER:

OC393083 (England and Wales)

The members present their report with the financial statements of the LLP for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the LLP in the year under review was that of delivering infrastructure investment, estates development and other services to University Hospital Southampton NHS Foundation Trust. The LLP is also able to deliver similar services to other health and public sector bodies in the Southampton region.

REVIEW OF BUSINESS

The LLP is a joint venture between Partnering Solutions (Southampton) Limited and University Hospital Southampton NHS Foundation Trust.

The LLP receives development fees for projects that financially close or reach completion during the year; its joint venture shareholders will subsequently invoice the partnership for associated project costs. Additionally the partnership receives fees for the management of its subsidiary companies.

The principal risks and uncertainties for this business are considered to be low due to the fact that minimal costs are incurred by the LLP other than upon receipt of revenue following a project reaching financial close or completion.

DESIGNATED MEMBERS

The designated members during the year under review were:

University Hospital Southampton NHS Foundation Trust

Partnering Solutions (Southampton) Limited

RESULTS FOR THE YEAR AND ALLOCATION TO MEMBERS

The profit for the year before members' remuneration and profit shares was £47,282 (2024 - £35 loss).

MEMBERS' INTERESTS

Under the terms of the Members' agreement, profits or losses are available for discretionary division between the members and held in other reserves.

This amount can be divided between the Members in proportion to their capital interests and debited or credited to the Members' current accounts at the full discretion of the LLP and requires unanimous consent.

Distributions to Members by the LLP shall not be made unless the Management Board agrees and requires unanimous consent of the Members. Any distributions are to be made in proportion to the Members' capital interests.

Members' capital interests are contributed interest free and cannot be returned to a Member without the unanimous consent of all Members.

SMALL ENTITY EXEMPTION

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

ON BEHALF OF THE MEMBERS:

Partnering Solutions (Southampton) Limited - Designated member

31 July 2026

REVENUE

95,870

66,034

Administrative expenses

(48,588

)

(66,069

)

OPERATING PROFIT/(LOSS) and

PROFIT/(LOSS) FOR THE FINANCIAL YEAR BEFORE MEMBERS' REMUNERATION AND PROFIT SHARES AVAILABLE FOR DISCRETIONARY DIVISION AMONG MEMBERS

47,282

(35

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR BEFORE MEMBERS' REMUNERATION AND PROFIT SHARES AVAILABLE FOR DISCRETIONARY DIVISION AMONG MEMBERS

47,282

(35

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

47,282

(35

)

FIXED ASSETS

Investments

4

100

100

CURRENT ASSETS

Debtors

5

102,323

85,680

Cash at bank

6,745

6,739

109,068

92,419

CREDITORS

Amounts falling due within one year

6

(55,140

)

(85,773

)

NET CURRENT ASSETS

53,928

6,646

TOTAL ASSETS LESS CURRENT LIABILITIES

and

NET ASSETS ATTRIBUTABLE TO MEMBERS

54,028

6,746

OTHER RESERVES

54,008

6,726

MEMBERS' CAPITAL

Members' capital

20

20

54,028

6,746

TOTAL MEMBERS' INTERESTS

Other reserves

54,008

6,726

Members' capital

20

20

54,028

6,746

The LLP is entitled to exemption from audit under Section 477 of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008 for the year ended 31 December 2025.

The members acknowledge their responsibilities for:

(a)	ensuring that the LLP keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the LLP as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008 relating to financial statements, so far as applicable to the LLP.

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

The financial statements were approved and authorised for issue by the members of the LLP and authorised for issue on 31 July 2026 and were signed by:

Partnering Solutions (Southampton) Limited - Designated member

EQUITY

DEBT

Members' other interests

Members' capital (classified as equity)

Other reserves

TOTAL

Loans and other debts due to members less any amounts due from members in debtors

MEMBERS' INTERESTS

£

£

£

£

£

Balance at 1 January 2025

20

6,726

6,746

-

6,746

Profit for the year

-

47,282

47,282

47,282

Members' interests after loss for the year

20

54,008

54,028

-

54,028

Balance at 31 December 2025

20

54,008

54,028

-

54,028

EQUITY

DEBT

Members' other interests

Members' capital (classified as equity)

Other reserves

TOTAL

Loans and other debts due to members less any amounts due from members in debtors

MEMBERS' INTERESTS

£

£

£

£

£

Balance at 1 January 2024

20

6,761

6,781

-

6,781

Loss for the year

-

(35

)

(35

)

-

(35

)

Members' interests after loss for the year

20

6,726

6,746

-

6,746

Balance at 31 December 2024

20

6,726

6,746

-

6,746

1.	ACCOUNTING POLICIES

General information and basis of accounting

Southampton CEDP LLP is a limited liability partnership and is incorporated in England and Wales. The address of the registered office is 5 The Triangle, Wildwood Drive, Worcester, Worcestershire, WR5 2QX. The nature of the LLP's operations and its principle activity was that of delivering infrastructure investment solutions, estates development and other services to University Hospital Southampton NHS Foundation Trust.

The LLP's financial statements have been prepared in compliance with FRS 102 "The Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland", as applied to small entities and the Companies Act 2006.

The financial statements have been prepared under the historical cost convention and on a going concern basis.

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Preparation of consolidated financial statements

The financial statements contain information about Southampton CEDP LLP as an individual LLP and do not contain consolidated financial information as the parent of a group. The LLP has taken the option under Section 398 of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008 not to prepare consolidated financial statements.

Exemptions

In accordance with the small companies regime, no cash flow statement is required to be presented as the company qualifies as a small entity as defined in the Companies Act 2006.

Revenue recognition

Revenue comprises the value of services supplied during the period to external customers and other group companies to the extent that there is a right to receive consideration and is recorded at the fair value of consideration received or receivable excluding value added tax.

All revenue is attributable to one class of business and arose in the United Kingdom.

Investments

Investments represent shares in subsidiary undertakings which are valued at cost less accumulated impairment losses.

An impairment review is carried out by comparing the carrying value of investments with a valuation of the individual subsidiary company. Given the nature of the group activities the valuation of subsidiaries is generally based on their underlying net asset value.

Critical accounting judgements and estimates

In preparing the financial statements the directors are required to make a number of accounting judgements and make estimates and assumptions concerning the future. There are no judgements or estimates that are deemed significant in the context of these financial statements.

2.	EMPLOYEE INFORMATION

The average number of employees during the year was NIL (2024 - NIL).

3.	INFORMATION IN RELATION TO MEMBERS

The average number of members during the year was 2 (2024- 2).

4.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2025

and 31 December 2025

100

NET BOOK VALUE

At 31 December 2025

100

At 31 December 2024

100

The LLP's investments at the Statement of Financial Position date in the share capital of companies include the following:

Southampton CEDP Project Co. Limited

Registered office: 5 The Triangle, Wildwood Drive, Worcester, Worcestershire, WR5 2QX.

Nature of business: Property Investment and Development

%

Class of shares:

holding

Ordinary

100.00

5.

DEBTORS

31.12.25

31.12.24

£

£

Trade debtors

-

79,220

VAT

-

7

Prepayments and accrued income

102,323

6,453

102,323

85,680

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade creditors

-

79,220

Other creditors

55,140

6,553

55,140

85,773

Balances owed to joint venture partners are unsecured, repayable on demand and attract no interest.

7.	RELATED PARTY DISCLOSURES

The partnership has taken exemption under Section 33 of FRS 102, not to disclose related party transactions with wholly owned subsidiaries within the LLP's group.

The LLP is jointly controlled by University Hospital Southampton NHS Foundation Trust (UHS) and Partnering Solutions (Southampton) Limited (PSS).

PSS is a wholly owned subsidiary of the Prime (GB) Holdings Limited Group.

During the year the LLP purchased services from the Prime (GB) Holdings Limited Group amounting to £48,587 (2024 - £66,034).

During the year the Prime (GB) Holdings Limited Group recharged costs of £Nil (2024- £34) to the partnership.

During the year the LLP provided services to UHS amounting to £95,870 (2024 - £66,034).

The sales and purchases transactions with related parties were included within prepayments and accrued income and other creditors at the year end date.

8.	ULTIMATE CONTROLLING PARTY