CREATING A

HOME FOR

SUCCESS

THE UNITE GROUP PLC

Annual Report and Accounts 2023

THE UNITE GROUP PLC Annual Report & Accounts 2023

FINANCIAL HIGHLIGHTS

OUR 2023 ANNUAL REPORT

Adjusted earnings

£184.3m

2022: £163.4m

Adjusted earnings per share

44.3p

2022: 40.9p

Dividend per share

35.4p

2022: 32.7p

EPRA NTA per share

920p

2022: 927p

Total accounting return

2.9%

2022: 8.1%

IFRS diluted earnings per share (p)

24.6p

2022: 87.6p

OPERATIONAL HIGHLIGHTS

Record 99.8% occupancy in

2023/24 academic year

Significant capital investment

in our existing estate

Completed 705-bed new

property in Nottingham

Partner for 2,000-

bed jointventure with

Newcastle University

Four pipeline

developments on track for

2024–26 delivery

Delivering on our

sustainability targets

We were named Student Accommodation Operator of the Year for the

second year running at Property Week’s RESI Awards 2023. The award

recognises our commitment to supporting students’ mental and physical

health, as well as our diversity and inclusion initiatives.

We also secured Alternatives Team of the Year at

Property Week’s Property Awards. Our win highlighted

our achievements with developments and operations,

innovation, client feedback, diversity and inclusion, our

sustainability agenda, employee initiatives and The

Academy, which is our commitment to providing our

employees with lifelong learningopportunities.

AWARD-WINNING 2023

Students voted five of our properties across the

country as Best Properties in Student Crowd’s Student

Voice Awards 2023. Cambrian Point, Cardiff; Angel

Lane, London; Sky Plaza, Leeds; New Medlock House,

Manchester; and Brass Founders, Sheffield were all voted

in first place, while three of our properties were awarded

second place and eight won third place. The Student

Voice Awards are given to the highest-rated properties

based on authentic student reviews on the Student

Crowdplatform.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CONTENTS

Strategic report

2 Our strategy in action

10 Who we are

12 Investment case

14 Business model

18 Chief Executive’s review

24 CEO and CFO Q&A

26 Market overview

30 Key performance indicators

32 Financial review

48 Sustainability

58 Climate-related financial disclosures

(including TCFD)

67 Principal risks and uncertainties

Corporate governance

80 Chair’s introduction

to governance

82 Board of Directors

86 Board statements

89 Board leadership and purpose

97 Division of responsibilities

99 Section 172

102 Board activities

110 Nomination Committee

114 Audit & Risk Committee

120 Sustainability Committee

123 Health & Safety Committee

127 Remuneration Committee

163 Directors’ Report

166 Statement of Directors’ responsibilities

Financial statements

167 Independent auditor’s report

176 Consolidated income statement

176 Consolidated statement of

comprehensive income

177 Consolidated balance sheet

178 Company balance sheet

179 Consolidated statement of changes

inshareholders’ equity

180 Company statement of changes

inshareholders’ equity

181 Consolidated statement of cashflows

182 Notes to the financial statements

Other information

237 Financial record

238 Glossary

241 Company information

OUR REPORTING SUITE

Annual Report

https://www.unitegroup.com/annual-report-2023

Sustainability Report

https://www.unitegroup.com/sustainability

Investor site

https://www.unitegroup.com/investors

CONTENTS

“The business has delivered

another year of strong operational

and financial performance, with

growth in earnings and dividend,

full occupancy, and ongoing

investment into our platform

and portfolio. We continue to see

strong demand and pressures on

housing supply and are confident

in our growth outlook.”

Joe Lister

Chief Executive Officer

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

OUR STRATEGY IN ACTION

Everything we do at Unite Students goes into providing a

home, where the tens of thousands of students who live

with us canthrive.

This is more than a space to live. We offer a place where students feel

they belong, in an inclusive community with plenty of opportunities

to have fun. Our accommodation is offered at a range of price points,

including affordable beds. All staff working in our student properties

are trained in mental health and active listening with access to round-

the-clock support should students need it.

We deliver this through our common purpose of creating a Home for

Success. Our teams provide the right home where students can learn,

so they can be their best and go on to achieve theirambitions.

This involves everyone in the business doing the right thing for our

stakeholders – meeting the needs of students and their parents, the

universities we partner with, our own teams, local communities and

our investors, who recognise the link between ourpurpose and our

plans for long-term growth.

This chapter demonstrates how we have lived our purpose in 2023.

CREATING A HOME

FOR SUCCESS

Committed and talented people

The passion and commitment of our people is the main driving force behind our success.

We believe doing what’s right for students starts with doing what’s right for our people.

We recognise the importance of being a place where people want to come to work.

Wesupport our people and invest in their skills. We are also working to create a culture

where difference is valued, so both our customers and employees feel they genuinely belong.

Our ongoing commitment to our colleagues was demonstrated by internal promotions in

key areas right across the business, including our new Chief Executive Officer, Joe Lister,

and our Chief Financial Officer, Mike Burt.

First Real Living Wage

employer in the sector.

A culture where

difference is valued.

Best-in-class

training and

careerprogression.

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OUR STRATEGY IN ACTION continued

ATTRACTIVE

RETURNS FOR

SHAREHOLDERS

More than a space to live, we provide homes where

students feel they belong, where they can thrive.

CREATING A HOME FOR SUCCESS

OUR PURPOSE

OUR STRATEGIC OBJECTIVES

DELIVERING

FOR OUR

CUSTOMERS

AND

UNIVERSITIES

A RESPONSIBLE

AND RESILIENT

BUSINESS

Keeping

ussafe

Creating room

for everyone

Raising the

bar together

Doing

what’sright

GUIDED BY OUR VALUES

Read more about our work in

student mental health.

OUR STRATEGY IN ACTION continued

Our 24/7 Student Wellbeing Helpline and Digital Therapy

initiative was launched in 2023, adding to our existing

welfare support. It provides students with unlimited access

to a British Association for Counselling and Psychotherapy

accredited, 24/7 counselling helpline. This includes an

interpretation service in over 240 languages and online

support resources, including cognitive behavioural therapy.

We provide these services through a partnership with

Endsleigh Insurance, as part of our Support to Stay

framework. The framework aims to give all students a

supportive living environment so they can fulfil their

potential, particularly when experiencing medical,

physical or mental-health difficulties. All our property

teams complete training on a range of student support

matters, including support for students with disabilities,

safeguarding and signposting students for support. Also,

our Resident Ambassadors continue to provide important

peer-to-peer support to students, and lead on social events

within our properties.

Earlier this year, we launched a pilot scheme in partnership

with Aldi supermarket to distribute food vouchers to

students most in need of financial support, at four

universities. Provision was means-tested and recipients

were determined by our university partners – Liverpool

John Moores University, Middlesex University, Birmingham

City University and the University of Westminster.

We also revamped our customer service CARE principles

– Connect, Act, Respect and Encourage – to help students

feel even more welcome within our buildings.

60+

university partnerships

Established provider

of choice for more

than 60 UK universities.

+42

customer Net

PromoterScore

Up 4 points from +38

in2022.

+32

university Net

PromoterScore

Higher Education Trust

(NPS) up 25 points from

+7in 2022.

2,000

new beds

Through an innovative

partnership with

NewcastleUniversity.

£79m

investment

To enhance our

existingproperties.

04 05

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

OUR STRATEGY IN ACTION continued

A RESPONSIBLE

AND RESILIENT

BUSINESS

The property sector needs to reduce

its carbon footprint so like many

businesses, we are playing our part.

We are driving lasting improvements

in our sustainability performance

and aspire to lead the living sector

onsustainability.

The targets we have set are ambitious, including

delivering against a plan to become net zero

carbon by 2030 across our existing estate and new

developments. Our efforts on sustainability don’t

just stop with our environmental commitments, we

are also making a positive impact for our employees,

students and young people, and localcommunities.

Through a programme of thought leadership,

wehelp shape the standards which will define the

PBSA and Higher Education sectors for decades

tocome.

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CASE STUDY

Leading on sustainability

New Sustainable

ConstructionFramework

Our Sustainable Construction Framework is a roadmap

that lays out our approach to the sustainable design and

construction of new PBSA, refurbishments and retrofits.

It explores how we work internally, as well as with our

supply chain, and identifies key areas of focus. This is

three-pronged, covering supply chains, biodiversity and

socialimpact.

Our core elements include carbon reduction, energy

efficiency and a move towards a circular economy. The

framework is a resource for our own teams and to meet

the needs of external stakeholders, such as investors,

university partners, students and local authorities.

We have already made some significant progress but

recognise there is more work to do. Our new Morriss

House development in Nottingham (pictured) achieved

embodied carbon of c.800kg/m

which is 33% below the

RIBA baseline of 1,200kg/m

Net Zero Carbon by 2030

CDP rating improved from

B to -A, reflecting progress

made in our management

of climate-related risks

andissues.

£2.4m

invested in good causes

Making a difference through

investment in social

impactinitiatives.

99%

of properties A-C EPC rated

Up from 80% in 2022.

community projects

Received 9 Gold and 20 Silver

Positive Impact Awards.

Detailed sustainability

achievements

Are covered inmore detail

on pages 48–57 of this report

and throughourseparate

Sustainability Report.

Leading positive change

Held our Living Black at

University conference and

published the Living Black

at University Commission

Report, and our research

intoneurodiversity.

OUR STRATEGY IN ACTION continued

The framework shows our aspirations, also ensuring each

development project delivers a great place to live and work.

We want to go beyond carbon reduction in construction

and optimise the performance of our properties.

Other areas include health and wellbeing, water and

long-term resilience against climate change risks. We’re

also looking to enhance the wider impact of our projects

–forcommunities and the environment.

Find out more about our

Sustainable Construction

Framework.

06 07

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OUR STRATEGY IN ACTION continued

ATTRACTIVE

RETURNS FOR

SHAREHOLDERS

There is strong demand for high-quality

student accommodation across the UK

and demographic growth underpins

a positive outlook for several years.

Working closely with university

partners, we are focused on increasing

the supply of much-needed student

accommodation and intend to invest

£200-250 million p.a. to achieve this.

Thiscommitment will free up shared

homes for families.

The UK has a world-leading Higher Education

sector and we are proud to support its ongoing

success. We take our responsibilities seriously as

leaders in the PBSA sector, which contributes £7

billion to the UK economy and is closely aligned

tothe success of world-leading UK universities.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

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CASE STUDY

Joint venture with Newcastle University

toprovide 2,000 beds

Unite Students has entered into a new joint venture (JV)

partnership with Newcastle University to deliver 2,000

high-quality, affordable beds in 2027 and 2028.

Dependent on gaining planning approval later in 2024,

this sector-leading scheme will provide the Russell Group

university with the opportunity to unlock the potential

of their campus and to deliver much-needed, new

accommodation for their students.

The proposed c.£250 million development will see 1960s

accommodation replaced at the university’s Castle Leazes

site. The JV deepens our existing 20-year relationship with

Newcastle University, which will benefit from our scale

and operational expertise, as well as third-party funding

toimprove the accommodation available to their students.

Construction is expected to commence in early 2025.

Newcastle University will own a 49% stake and Unite

Students a 51% stake, with the remaining funding

comingfrom debt secured against the JV.

£8.7bn

portfolio

Significant opportunity to

enhance our existing £8.7

billion portfolio* through

ongoing, capital programmes.

* Portfolio owned and managed.

8% growth in adjusted EPS

Record earnings and

sustainable rental growth.

£1.3bn

pipeline

Our development pipeline

now totals 7,327 beds.

28% loan-to-value (LTV) ratio

Robust balance sheet with

capital recycled through the

sale of weaker assets.

Unlock campus potential

Deepening relationships

withuniversities to help

themunlock the potential

oftheir campuses.

OUR STRATEGY IN ACTION continued

To support Newcastle University’s accommodation

requirements during the development phase, Unite

Students has separately entered into a four-year

nominationagreement for 1,600 beds in other Unite

Students’ properties in the city.

Read more about the JV.

08 09

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2023

rank

CITY

COMPLETED

BEDS (23/24)

1 London 12,574

2 Liverpool 5,975

3 Manchester 5,639

4 Birmingham 5,582

5 Leeds 5,533

6 Bristol 4,085

7 Newcastle 3,763

8 Cardiff 3,481

9 Sheffield 2,798

10 Portsmouth 2,706

Top 10 52,136

Total 70,442

WHO WE ARE

Liverpool

Aberdeen

Edinburgh

Glasgow

Newcastle

Durham

Leeds

Sheffield

Manchester

Leicester

Nottingham

Loughborough

Coventry

Birmingham

London

Medway

Bournemouth

Southampton

Bath

Portsmouth

Cardiff

Bristol

Oxford

Beds

70,442

In properties across the UK

Ranked

No.1

The largest provider of student

accommodation inthe UK

University partners

60+

Working alongside university

partners to deliver their

accommodation needs

Properties

158

Operating in 23 cities and towns

across England, Scotland and Wales

KEY STATS

Unite Students is the UK’s largest owner,

manager and developer of purpose-

built student accommodation, meeting

the country’s demand for high-quality

studenthousing.

HOME FOR

SUCCESS

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

2023

rank

CITY

COMPLETED

BEDS (23/24)

1 London 12,574

2 Liverpool 5,975

3 Manchester 5,639

4 Birmingham 5,582

5 Leeds 5,533

6 Bristol 4,085

7 Newcastle 3,763

8 Cardiff 3,481

9 Sheffield 2,798

10 Portsmouth 2,706

Top 10 52,136

Total 70,442

WHO WE ARE continued

Karan leads the operational and commercial functions

for Unite Students, working with his team to enhance the

student experience, deliver commercial performance

and raise brand awareness.

Q: How is Unite Students putting students at the heart

of everything it does?

A: “Our focus is on providing a home where students can

thrive. A home that is affordable, supportive, fun, inclusive,

safe, secure, as well as environmentally friendly. It is about

giving our residents the foundation to achieve any of the

goals or ambitions they aspire to.

In line with this, we are investing significantly across our

estate – with £79 million spent on building improvements and

offer enhancements over the last year, and more planned.

It’s also about ensuring our offer is fit for purpose for

all students and we’ve ramped up efforts on customer

segmentation to meet this need effectively.”

Q: Student wellbeing has always been a core focus for

Unite Students, why is it so important?

A: “Our residents are coming to live with us at a pivotal

point in life. They are taking the leap, beginning the

transition to independence and in most cases, living

away from home for the first time. We therefore need

tobe more than just their accommodation provider –

weneed to help them to navigate the change. As a parent,

Iwould expect nothing less if my son was living in a Unite

Studentsproperty.

That’s why we offer 24/7 round-the-clock support at all

our properties, place a focus on creating community and

have clear pathways for any students facing difficulty.

We’re continuously reviewing and improving our approach

here – always ensuring our students have somewhere to

turn, whatever their concern. Last year, we launched our

industry-leading welfare programme, Support to Stay,

which has been well received by students and our university

partners. This year, we have expanded that programme by

including additional counselling and therapy support for

Unite Students’ residents.“

Q&A

with Karan Khanna,

Chief Operating Officer

Q: What measures are you taking to help students

manage the cost-of-living crisis?

A: “We are acutely aware of the cost-of-living pressures

facing students. Here at Unite Students, affordability sits

at the heart of everything we do, and we’re committed

to providing value for money. The Unite Group provides

a range of fixed-price, all-inclusive products – covering

all utility bills, Wi-Fi, contents insurance and 24-hour

security – which gives students certainty on their outgoings

and is highly competitive, compared to other forms of

accommodation. We also have a comprehensive package

ofsupport available for those who may be struggling under

our Support to Stay offer.”

Q: How important is the sustainability agenda for

students when selecting accommodation?

A: “Our research shows that students care deeply about

living in a sustainable way – and so do we. That is why

we are committed to enabling our residents to limit

their impact on the environment day-to-day within

our properties – via substantial investment in energy

management solutions, such as air source heat pumps,

forexample – as well as to progressing towards net zero

asa business.

We also strive to have a positive, long-lasting impact on

the local communities in which we operate. Our colleagues

are actively involved in voluntary Positive Impact schemes,

while many of our properties now incorporate community

spaces. At Hayloft Point, for example, we’ve partnered with

Streets of Growth, a youth intervention charity, providing

them space at a peppercorn annual rent, giving them their

first permanent HQ.

We’ve come a long way on sustainability but there is still

work to do and this is a core focus for 2024.”

Watch Karan Khanna and

Claire Barber, Group Asset

ManagementDirector, as they

answer morequestions.

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INVESTMENT CASE

We are the UK’s largest owner, manager and

developer of purpose-built student accommodation.

Aligned to the

strongestuniversities

Our portfolio is increasingly focused

on the UK’s leading universities,

where we see the strongest prospects

for student number growth, and

sustainable income growth.

Value for money

We offer students a value-for-money

living experience, in a community

where they belong and with round-

the-clock support. Our range of

fixed-price, all-inclusive products

cover all utility bills, Wi-Fi, contents

insurance, maintenance and 24-hour

security, giving students certainty on

their outgoings.

Investing to enhance our

operational estate

There is a multi-year opportunity

to enhance rents and reduce

operational costs through

refurbishment projects and energy

efficiency measures which improve

the student experience and reduce

resource use in our buildings.

Structurally

growing sector

Demographic growth

The UK’s 18-year-old population

is set to grow by 16% by 2030,

supporting demand for an

additional c.130k undergraduate

places at current participation rates.

Rising Higher

Educationparticipation

Participation rates for 18-year-olds

going to university have been at

record levels for the past two years,

demonstrating young people’s

desires and recognition of the

opportunities and life experience

that university provides.

Growing international demand

The UK has a world-leading Higher

Education sector and we are seeing

record levels of international

students. The Government is

supportive and is focused on

attracting more students from

Africa, the Middle East and Asian

countries outside ofChina.

Over 60 university partnerships

We are the partner of choice for a

large number of the UK’s leading

universities, reflecting our track

record, focus on student support

and our high-quality, affordable

accommodation and services.

Passionate city teams

Service excellence is delivered

by 1,400 passionate colleagues

who work in our properties. This

brings together our experience of

over 30years of operating in the

PBSAsector.

Sector-leading

operating margins

We drive cost efficiencies through

scale using our PRISM technology

platform. Management fees from

joint ventures and funds cover two-

thirds of our annual overheads.

18-year-old participation

rate in Higher Education 2023/24

35.8%

Alignment to high and

medium-tariff universities

87%

Number of beds let under

nomination agreements for2023/24

37,000

SUSTAINABLE GROWTH

High-quality

portfolio

Best-in-class

operating platform

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

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INVESTMENT CASE continued

Sustainable rental growth

Underlying rental growth driven by

student demand and contracted

increases under our multi-year

university nomination agreements,

supported by ongoing investment

into our estate.

Growing dividends

As a result of our Real Estate

Investment Trust (REIT) status,

we target sustainable growth in

dividends for our investors. We

distribute 80% of our recurring

earnings each year as dividends.

Targeting attractive total

returnsof 8.5-19% p.a.

Achieved through recurring

earnings, rental growth and

development profits.

Resilient and flexible

balancesheet

We maintain a strong balance sheet

with robust credit metrics. We

nurture strong relationships with

our shareholders, co-investment

partners and debt providers to

ensure continued access to capital.

Market share gains

fromHMOsector

Almost a million students live in

houses in multiple occupation

(HMO), providing a significant

opportunity to attract more non-

first year students.

Development of £200-250m

perannum

Proven ability to drive earnings

and development profits through

our in-house development team.

Investment focused on the strongest

8–10 markets in the UK.

New university partnerships

Opportunities for new

developments on- and off-

campus,as well as partnerships

forthe transfer of universities’

existing accommodationstock.

Emerging young

professional market

Significant potential to expand our

platform to cater for the growing

number of professional renters

living in major student cities.

Net zero carbon

Becoming a net zero carbon

business for both our operations

and developments by 2030, based

on SBTi-validated targets.

Energy-efficient homes

99% of our portfolio already

achieves an EPC rating of A–C with

asset-level plans to reach 100%.

1% of adjusted

profitscommitment

We have committed to donating 1%

of annual adjusted profits to social

initiatives aligned to our purpose

of creating a Home for Success for

students and widening participation

in HigherEducation.

Unite Foundation

Through our financial commitment,

the charity Unite Foundation provides

accommodation scholarships for

estranged and care-experienced

students throughout the course of

their studies.

Total accounting

returns over the

past 10 years

12.4% p.a.

Full-time students living

in university-owned

accommodation or HMOs

1.4 million

Target reduction in

Scope 1+2 carbon

emissions by 2030

56%

High visibility

over returns

Substantial growth

opportunities

Leadership in

sustainability

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Best-in-class

operating platform

BUSINESS MODEL

We are differentiated by our operating platform,

long-standing university partnerships, our development

expertise and our values.

We manage two co-investment vehicles – Unite UK

Student Accommodation Fund (USAF), a specialist

fund, and London Student Accommodation Vehicle

(LSAV), a 50:50 joint venture with Singapore sovereign

wealth fund GIC which provide recurring fee income

and access to additional capital.

We adopt a consistent sales and operating

model across our entire portfolio, regardless

offundownership.

Manage

We drive sustainable rental growth and improve

the environmental performance of our buildings

through targeted refurbishments, which enhance

thecustomer experience and support our value-for-

money proposition.

We have a range of refurbishment options available,

which are tailored for each property according to

the needs of the relevant customer segment and

demand levels within each city.

Improve

We are trusted by universities and are the provider

of choice for the UK Higher Education sector.

We partner with leading UK universities through

nomination agreements. These partnerships

enable us to support universities in delivering

their accommodation guarantee to first-year

and international students and provide us with

asignificant level of income visibility each year.

Our joint venture with Newcastle University is an

exciting opportunity to deepen our partnership

withthe university and paves the way for further

on-campus or stock transfer partnerships.

Partner

We create a Home for Success for the 70,000

students who live with us.

This is more than a space to live, it is a home where

students feel they belong to a community and where

they can thrive. Our best-in-class welfare support and

operational teams are dedicated to delivering on

this promise.

Serve

HOW WE DO IT

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BUSINESS MODEL continued

We aim to dispose of £100–£150

million p.a. of weaker assets to improve

the quality of our portfolio, increase

alignment to the strongest universities

and strengthen the future rental growth

outlook. This capital recycling provides

funding to invest in new development

opportunities and improvements to our

existing portfolio, while maintaining the

strength of our balance sheet.

Recycle

Portfolio enhancement

We appraise and selectively acquire single assets and

portfolios which enhance portfolio quality, where there

isclear alignment to the strongest universities.

Acquire

We develop high-quality PBSA in the strongest university

markets where the supply/demand imbalance is most

acute. We are focused on delivering our secured pipeline

and adding new schemes in the 8–10 strongest markets.

Weaim to invest c.£200–£250 million p.a. into development

in those markets with the highest barriers to entry, where

our expertise and university relationships give us a significant

competitive edge in delivering schemes.

Develop

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

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BUSINESS MODEL continued

How we engaged

Our colleagues working in properties

around the country engage with students

on a day-to-day basis, supplemented

by peer-to-peer engagement and social

activities provided by our resident

ambassadors. During the year we

partnered with Endsleigh Insurance

to provide 24/7 access to trained

counsellors and other support services.

We also engage with students using

our MyUnite app, including pre-arrival

support and networking opportunities.

Throughout their stay, students are

encouraged to participate in surveys

and campaigns, such as Personal Safety

Week and Winter Wellbeing and they

are signposted to our Support for You

webpage.

This is complemented by our customer

research programme which includes

surveys on specific issues, providing

arich source of insight.

Value creation in 2023

•

Embedded the Support to Stay

programme with our university

partners, delivering support when

students needed it most.

•

Provided access to a 24/7 student

wellbeing helpline and digital

therapyservices.

•

Trialled new design concepts

for ourbedrooms, kitchens and

amenityspaces.

•

Supported the award of 106 new

accommodation scholarships by the

Unite Foundation.

•

Refreshed our service style, CARE, to

further enhance customer service.

Priorities for 2024

We will focus on improving the customer

experience. This will include property

upgrades through refurbishment

projects. We will continue to respond

to the needs of under-represented

students and those with additional

challenges. Upgrades to our technology

platform will deliver an improved end-

to-end experience from booking and

throughout a student’s stay with us.

How we engaged

We held quarterly sessions of our

employee engagement forum,

Culture Matters, during the year with

attendance by Non-Executive Director,

Ilaria del Beato. Feedback from our

representatives has helped to inform

the review of our people-related policies,

see page 94 for further details.

We hold regular Unite Live sessions

with our CEO and key senior leaders

to provide business updates, including

financial and economic factors affecting

the performance, with the opportunity

for employees to askquestions.

We conduct regular employee

engagement surveys with findings

shared with our teams, to help jointly

develop action plans.

Engagement in the company performance

is through the annual bonus scheme.

Reward and recognition

programme introduced in 2023

•

8% average pay award, with frontline

teams receiving over 10% in uplifts,

maintaining Real Living Wage.

•

Introduced a sector-leading family

leave policy.

•

Embedded our diversity, equity,

belonging and wellbeing strategy.

•

Launched a dedicated training

programme for General Managers.

•

Launched in 2022, The Academy

delivered 36,000 training events,

through a personalised, tailored

learning experience for ourteams.

Priorities for 2024

Our focus is to provide our employees

with a great place to work.

In 2024 we will focus on delivering on

our talent agenda by investing in our

learning and development programmes

and continuing our focus on diversity,

equity, inclusion and belonging.

How we engaged

Through our Higher Education

engagement team, we meet regularly

with leaders across the UK university

sector. We engage at different levels

within institutions to discuss a range of

topics from strategic planning to day-to-

day operational requirements.

We engage actively in the wider

Higher Education sector, presenting

at conferences and contributing

toresearch.

We have launched the Living Black at

University Commission, to help black

students more easily acclimatise to life

at university.

Value creation in 2023

•

Provided 37,000 beds to universities

for the 2023/24 academic year.

•

Secured planning permission to create

a new college at Rushford Court in

Durham with our long-term partners,

the University of Durham and work

started on site.

•

Our Support to Stay framework links

wellbeing services with those of our

university partners.

•

A sold-out conference by the Living

Black Commission, the publication

of toolkits on cultural services and

research, an EDI Data Maturity

Framework and practical tips,

resources and case studies.

Priorities for 2024

We will continue to support the growth

ambitions of our university partners

through nomination agreements and

joint venture opportunities which

deepen strategic partnerships.

We will continue our research

programme, in partnership with

universities, so we can better

understand the evolving needs

ofeachcohort of students.

STAKEHOLDER VALUE

Students

Key issues

•

Value for money

•

Customer service

•

Safety and welfare support

Our People

Key issues

•

Learning and development

•

Diversity, equity and inclusion

•

Health, safety and wellbeing

Universities

Key issues

•

Student experience and welfare

•

Operational performance

•

Health and safety

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

BUSINESS MODEL continued

How we engaged

The availability of housing is a key

issue for our local communities. We

are focused on supporting the growth

of our university partners through

the delivery of new, high-quality and

affordable student homes, which increase

housing supply and help free up more

traditional housing for families and young

professionals. We also engage actively

with local stakeholders on development

projects so the design of our buildings,

public spaces and community facilities

meet their needs.

Our Positive Impact programme

encourages participation and includes

awards for volunteering projects

undertaken by our employees which

deliver measurable benefits in their

localcommunities.

Value creation in 2023

•

We committed to the development of

a further 3,000 beds which will free up

more traditional accommodation in

the communities where we operate.

•

29 community impact projects

received 20 Silver and 9 Gold

PositiveImpact Awards.

•

22% of all employees participated

involunteering.

Priorities for 2024

We aim to increase community

engagement through our Positive

Impact programme, via volunteering

initiatives delivered by local teams in

ourproperties and central offices.

We will continue to engage with local

authorities and local communities

around sites identified for new

development to explain the potential

community benefits of creating new,

high-quality student accommodation.

How we engaged

We completed the redesign of the

procurement function in 2023, moving

to a standardised approach to the

management of our supply chain. The

role of the function has expanded into

professional services, business services

and construction, in addition to the

existing portfolio of estates, facilities

management, and technology.

We continued to ensure our buildings

meet existing and emerging safety

regulations, including planned work

forthe remediation of cladding.

Underpinned by our Unite Group

Supplier Code and procurement

approaches, we published our

Sustainable Construction Framework

during the year, which will inform how

we procure net zero developments in

the future.

Value creation in 2023

•

Spent £275 million with suppliers

across development activity, cladding

remediation andrefurbishments.

•

Higher quality service from suppliers,

supporting improved NPS scores

fromcustomers.

•

Reduced risk through anenhanced

supplier vettingprocess.

Priorities for 2024

We will expand our new procurement

approach across the wider business and

progress the development ofour new

technology platform withpartners.

We will utilise our Sustainable

Construction Framework, published

at the end of 2023, to inform

the way in which we procure net

zerodevelopments.

How we engaged

We engaged regularly with investors

around our financial results as well as

through ad hoc events, such as property

tours, conferences and meetings. Key

themes for engagement during the

year included our response to higher

inflation, increased interest rates and

the acute shortage of high-quality

student accommodation. These

discussions informed our decision

to raise capital to invest in new

accommodation and accelerate the

upgrade of our existing estate.

We engaged with selected investors

immediately prior to announcing

the capital raise in July to discuss the

proposed use of proceeds and gauge

the level of shareholder support.

In November, the Executive team and

other senior leaders hosted a property

tour in London which focused on the

activity of our development and asset

management teams.

Value creation in 2023

•

Delivered 99.8% occupancy and

rental growth of 7.4% for the 2023/24

academic year.

•

8% growth in adjusted earnings per

share (EPS).

•

Total accounting return of 2.9%.

•

Full year dividend per share of 35.4p.

Priorities for 2024

We will deliver growth in EPS, through

rental growth, improvement in operating

margins, and investment in our portfolio

while ensuring a robust capital structure.

We aim to achieve this through a strong

sales performance for 2024/25, ongoing

cost discipline and management of

interest rate risk.

Communities

Key issues

•

Trust and transparency

•

Housing availability

•

Local investment and job creation

Suppliers

Key issues

•

Quality

•

Performance and efficiency

•

Risk management

Investors

Key issues

•

Financial performance

•

Strategic direction

•

Sustainability and risk management

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CHIEF EXECUTIVE’S REVIEW

A POSITIVE

OUTLOOK

FOR THE

YEAR AHEAD

“The strength of our relationships

with universities, combined with our

best-in-class operating platform,

strong balance sheet and development

expertise, create unrivalled

opportunities for partnership

both on- and off-campus.”

Joe Lister

Chief Executive Officer

The business has performed strongly in 2023, delivering record

earnings and dividends. This reflects the strength of our best-in-

class operating platform, the commitment of our teams and the

ongoing appeal of our value-for-money proposition. We operate in a

structurally growing sector, underpinned by the attractiveness of the

UK’s Higher Education sector to domestic and international students.

The growing shortage of accommodation to meet this demand

supports sustainable rental growth and our standing in the sector

and creates compelling investment opportunities for the business.

Record earnings and dividend

We delivered record occupancy during the year, supporting

growth in adjusted earnings to £184.3 million and adjusted EPS

of 44.3p, up 13% and 8% respectively year-on-year. The impact

of rental growth, development completions and lower interest

costs more than offset increases in operational costs during the

year. The growth in adjusted EPS also reflects the increased share

count following our capital raise in July 2023. IFRS profit before

tax of £102.5 million and EPS of 24.6p (2022: £350.5 million and

87.6p) also reflect the valuation change of our property portfolio

during the year. We have proposed a final dividend of 23.6p

which, if approved, totals 35.4p for the full year, representing

apayout ratio of 80% of adjusted EPS.

Total accounting returns for the year were 2.9%, with adjusted

earnings offsetting a 1% decrease in EPRA NTA per share to 920p.

Our LTV ratio reduced to 28% during the year, reflecting lower

netdebt following the capital raise in July and broadly stable

property valuations.

ADJUSTED EARNINGS

£184.3m

(2023: £163.4)

DIVIDEND PER SHARE

35.4p

(2023: 32.7p)

ADJUSTED EARNINGS PER SHARE

44.3p

(2023: 40.9p)

Watch Joe Lister share

his thoughts on our

performance in 2023

and the future outlook

for the business.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CHIEF EXECUTIVE’S REVIEW continued

Net debt:EBITDA and ICR also improved to 6.1x and 4.6x

respectively (2022: 7.3x and 3.7x). Our robust balance sheet

provides the financial headroom to deliver our committed

development pipeline and pursue new growth opportunities.

Our key financial performance indicators are set out below:

Financial highlights

2023 2022

Adjusted earnings £184.3m £163.4m

Adjusted EPS 44.3p 40.9p

IFRS profit before tax £102.5m £350.5m

IFRS diluted EPS 24.6p 87.6p

Dividend per share 35.4p 32.7p

Adjusted EPS yield 4.8% 4.6%

Total accounting return 2.9% 8.1%

EPRA NTA per share 920p 927p

IFRS net assets per share 931p 944p

Loan to value 28% 31%

1. See glossary for definitions and note 7 for Alternative Performance Measure

calculations and reconciliations. A reconciliation of profit before tax to EPRA

earnings and adjusted earnings is set out in note 7 of the financial statements.

Positive outlook for 2024/25

We continue to see strong demand for our well-located,

value-for-money student accommodation at a time of

declining numbers of Houses in Multiple Occupancy (HMOs),

obsolescence in older university stock and lower levels of

new supply. This is reflected in our strong progress with

reservations for the 2024/25 academic year.

Across the Group’s entire property portfolio, 80% of rooms are

now sold for the 2024/25 academic year, ahead of our typical

leasing pace and slightly below demand in reservation rates

last year (2023/24: 83%).

We have seen increased demand from universities as they look

to secure accommodation earlier in the sales cycle, resulting in

nomination agreements for an additional 1% beds for 2024/25

compared to the same stage of the 2023/24 sales cycle. These

agreements deepen our relationships with universities and

provide income security at rental levels comparable with

direct-let sales.

Direct-let sales have also started well, with customers looking

to secure accommodation early in the sales cycle. We have

continued to see strong demand from UK students as our

product grows in popularity with second- and third-year

students who recognise the value of our all-inclusive product.

As a result of this strong demand and the need to offset cost

pressures in our business, we now expect to deliver rental

growth of at least 6% for 2024/25 (previously at least 5%).

Providing value for money

We are committed to delivering value for money to our

customers and increasing rents at a responsible and sustainable

pace. We recognise the cost-of-living pressures faced by students

and parents and are confident that our fixed price, all-inclusive

offer will continue to provide value for money.

Our rents are 7% more affordable in real terms than 2019 (based

on CPI) and have grown in line with the student maintenance

loan over the same period. Rental increases are a response to

higher operating costs, particularly for utilities and staff, as well

as our commitment to being a Real Living Wage employer.

CASE STUDY

Morriss House opens to students

Our new 705-bed development, Morriss House in

Nottingham, welcomed students at the start of the

2023/24academic year. The development, on Derby Road

in Lenton, had a gross development value of £89 million.

We have a decade-long partnership with the University

of Nottingham, a world-leading university, and this

development is next to the university’s Jubilee Campus.

The property contains low-carbon features, running on

renewable electricity with solar panels installed on the

roofand an all-electric heating system, including air

sourceheat pumps.

Green public space connects the development to the

RiverLeen and the University of Nottingham campus.

Inside, Morriss House has the largest study and social

spaces in Unite Students’ portfolio and an open reception

providing a welcome hub for students, as well as an open-

air amphitheatre. The development, previously a former

car showroom, also provides c.16,000 sq ft (gross internal

area) of a commercial building for external use.

Watch our video to find out

more about this property.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CHIEF EXECUTIVE’S REVIEW continued

Our pricing is comparable in cost to HMOs once bills are

included. This is before allowing for the high quality of our

product and price certainty we provide on utilities and the

additional product and service features we offer, such as

on-hand maintenance teams and 24/7 security, high-speed

Wi-Fi and contents insurance. Our rents have also grown by

less than the wider private rental sector, which rose 10% in

2023 (source: Zoopla), and at a comparable rate to university

ownedaccommodation (source: Cushman &Wakefield).

We also continue to make significant capital investment into

our operating model and estate to improve the customer

experience, as well as the safety and sustainability of our

buildings. During 2023, we continued to enhance the service

weoffer to students through the embedding of our 24/7

operating model, the expansion of our Support to Stay

programme for student wellbeing and the launch of a 24/7

mental health and wellbeing helpline in partnership with

Endsleigh and Health Assured.

Growing shortage of high-quality student homes

Structural factors continue to drive a growing supply/demand

imbalance for student accommodation. Demographic growth

will see the population of UK 18-year-olds increase by 124,000

(16%) by 2030, supporting growing demand for UK Higher

Education. Demand from international students also remains

high, as reflected in the 23% growth in overseas students

since2019/20 (source: HESA).

Many university cities are facing housing shortages and our

investment activity is focused on those markets with the most

acute need. Since 2021, there has been an 8% reduction in the

number of HMOs in England (source: Department for Levelling

Up), equivalent to 100,000-150,000 fewer beds available for

students to rent. Private landlords are choosing to leave the

sector in response to rising mortgage costs and increasing

regulation. New supply of PBSA is also down 60% on pre-

pandemic levels, reflecting planning backlogs and viability

challenges created by higher costs of construction and funding.

Obsolescence of older university accommodation is also expected

to increase due to building age and the need to operate buildings

more sustainably. In many cities, property valuations are below

replacement costs, further constraining new supply.

The combination of these factors has significantly increased

demand for our accommodation in many cities and we expect

this supply challenge to continue for a number of years.

Strategic overview

Our purpose is to deliver a Home for Success to allow students

to make the most of their time at university. We also support

the growth of the UK’s Higher Education sector by delivering

new high-quality, homes that are affordable and sustainable.

We achieve this by partnering with universities to deliver long-

term growth and attractive returns for our shareholders.

Our strategy is focused on three key objectives to deliver

ourpurpose:

• Delivering for our customers and universities

• Attractive returns for shareholders

• Being a responsible and resilient business

Delivering for our customers and universities

We have a best-in-class 24/7/365 operating platform in the

student accommodation sector, underpinned by our PRISM

technology platform, passionate customer-facing teams and

sector-leading student support. We are currently in the process

of a £26 million upgrade to our PRISM platform to enhance

customer experience and deliver operational efficiencies,

which will start to deliver in 2024 with the remainder in 2025.

The impact of our customer initiatives is reflected in an

increase in our Net Promoter Scores to +42 for students

at check-in (2022: +38) and +32 (2022: +7) with university

partners. We are targeting further improvements in our

customer experience during 2024. We have also seen an

increase in our retention of direct-let customers for 2023/24

andthe proportion of beds under nomination agreements

rose to 53% (2022/23: 52%).

Our long-term university relationships remain a key

differentiator for Unite Students and a significant source of

potential growth opportunities. This is reflected in over 90%

of our development pipeline by cost being underpinned by

university partnerships, either through long-term nomination

agreements or a joint venture, in the case of our strategic

partnership with Newcastle University.

Attractive returns for shareholders

We delivered full occupancy for the 2023/24 academic year and

rental growth of 7.4%, reflecting improving market conditions.

Total accounting returns were 2.9% for the year, reflecting

adjusted earnings and broadly stable property valuations

(2022: 8.1%). Strong rental growth offset the valuation impact

of increases in property yields as the market adjusted to an

environment of higher interest rates.

The quality and scale of our portfolio is key to delivering

attractive, sustainable returns for our shareholders. We

successfully delivered £84 million in development and major

asset management projects in the year at a blended yield

on cost of 9%. We continue to recycle capital with a focus on

increasing alignment to the strongest universities and expect

to complete the disposal of a £197 million portfolio in the first

half of 2024 (Unite share: £79 million).

In July 2023, we raised £300 million in equity to accelerate our

investment activity into development and asset management.

We have fully allocated the proceeds and expect the

transaction to enhance earnings and total returns as projects

are delivered between 2024 and 2027. We are tracking further

opportunities in London and strong regional markets at

attractive returns and expect to add to our pipeline in 2024.

Being a responsible and resilient business

Our Sustainability Strategy is focused on delivering a

positiveimpact for our stakeholders. This is driven by the

social contribution we make to the students who live with us,

our employees and local communities as well as our progress

in minimising our impact on the environment. We are proud

to be a Real Living Wage employer and havehonoured the

recommended 10% increase for 2024 for our relevantemployees.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CHIEF EXECUTIVE’S REVIEW continued

Claire Barber, Group Asset Management Director,

joined Unite Students in January 2023. Here, she

discusses theyear’s key asset management work

andmajor projects planned for 2024.

Q: What were your aims for 2023 and how are these

continuing into 2024?

A: “To create a strong pipeline, be very clear on what we’re

doing and spend the time understanding the buildings so

we can create the best possible offer for the customer.

In 2024, we’re making our biggest ever investment into

building improvement projects. We’re doing this in a way

that’s carefully thought through, so we’re spending money

sensibly. It is about making the right level of investment,

which will be different for each building. It’s about setting

ourselves up for success in the future.

The team has been working to identify an asset

management pipeline. This includes the assets we want

to invest in, how we could potentially segment our offer

to appeal to different types of students and the level of

returnthe investment would create.”

Q: Why do we need to invest?

A: “It is important we provide students with value for

money, and this requires investment in our buildings. I

am leading the business’s estate investment programme,

which will see investment into our estate over the next five

to seven years to ensure we deliver a portfolio that we are

proud of and makes us the home of choice for students.”

Q: How does design and sustainability tie into our

asset management Initiatives projects?

A: “We are trying to take a holistic approach to investment

in our properties, so any projects identified, be these

value-add asset management initiatives (refurbishments

or extensions), estates work, fire safety – we want to link

it altogether, so we only impact the customer once. In all

our projects, sustainability is of paramount importance

and we have a clear path to net zero carbon by 2030.

There is a planned programme ofworks to achieve this.

We’re developing a matrix of specifications with our

new generation design specification, which is still being

developed and tested.

Q&A

with Claire Barber,

Group Asset Management Director

This includes redesigned kitchens, geared more towards

our students having space to socialise and eat together.

It’s not a one-size-fits-all approach, but there will be a clear

evolution of the Unite Students look and feel, including

amenity space, which you can see in our new builds such

as our 705-bed Morriss House in Nottingham.”

Q: What has our work in 2023 meant for

ourstakeholders?

A: “From a student perspective, our work is important

because it enhances their experience. Particularly with

the bedrooms, bathrooms and kitchens. But we’re also

thinking more about how students experience the spaces

they’re in, so we’re being more considered and thoughtful

about how they can meet as a group in a flat. We’ve also

tried to understand what amenity space is well used in our

buildings to meet students’ needs, for example, smaller

study areas.

This year we have focused our investment in projects in

three of our strongest markets – London, Birmingham,

and Edinburgh. Oak Brook Park in Birmingham needed

investment, given its age and increasing student

expectations around quality. Similarly with The Bridge

House in Edinburgh – it’s an impressive location and

great market, so our investment has a big impact on how

the brand is seen. The Bridge House also underwent a

cladding project at the same time, so the building has been

completely transformed both internally and externally.”

Q: What will be the major works in 2024?

A: “Our focus in 2024 will be on two properties in Glasgow,

subject to the relevant consents, and another in Bristol.

Allthree are positioned in incredible locations. Work is also

ongoing in some of our existing properties in London, as

well as broader investment in fire safety improvements in

properties around the country.”

Watch Claire Barber and Karan

Khanna, Chief Operating Officer,

answer more questions around

enhancing the student experience.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CHIEF EXECUTIVE’S REVIEW continued

We continue to make good progress towards our objective

of becoming a net zero carbon business by 2030. During the

year, we invested £8 million in energy initiatives to reduce

consumption, save carbon and ensure ongoing compliance with

regulations. This contributed to a further improvement in the

EPC ratings of our portfolio during the year, with over 99% of

the portfolio now A–C rated (2022: 80%). We have now reduced

the energy intensity of our estate by 8% compared to our

2019 baseline. We also published our sustainable construction

framework, setting out our approach to reducing the embodied

carbon and whole life impact of our development pipeline by

around half by 2030. Our most recent development completions

demonstrate that we on track to deliver this improvement

by2030.

Higher Education and housing policy

Higher Education is one of the UK’s leading sectors,

contributing £130 billion to the economy, delivering world-class

research and supporting employment of more than 750,000

people. Our universities attract young people from around

the world for the quality of learning and life experiencethe

UKoffers.

International students are fundamental to the sector’s

health and contribute £42 billion to the UK economy. The

Government recently reiterated its commitment to hosting

600,000 international students each year, with a focus on

attracting the best and brightest. Changes to UK visa rules

mean that from January 2024, postgraduate taught students

can no longer be accompanied by their family members. We

expect this change to particularly impact postgraduate student

numbers from India and Nigeria, who are more likely to bring

dependants, with a disproportionate impact on lower-ranked

universities. Postgraduates from India and Nigeria accounted

for less than 3% of our bookings for 2023/24. Moreover,

our product offering is focused on single occupancy rooms,

meaning we expect limited direct impact from the change.

The Renters Reform bill is expected to be introduced in late

2024 and will further increase regulatory requirements for

HMO landlords. We expect the change to further reduce the

availability of HMOs as more landlords will choose to leave the

sector, increasing demand for the professionally managed,

sustainable accommodation we provide. Purpose-built student

accommodation is recognised as being different to traditional

rental accommodation, with students seeking accommodation for

one academic year, and has been excluded from the bill’s scope.

We are confident that our alignment to the strongest universities,

high-quality portfolio and responsible approach to rent setting

position us well to navigate potential changes inpolicy.

Management succession

I would like to extend my thanks to Richard Smith and

acknowledge his significant achievements over the last eight

years as CEO. He has been a driving force behind our successful

strategy of aligning to the best universities and building Unite

Students into a purpose-led, responsible business.

I am excited to take over as CEO after 22 years with the business

and look forward to working with the leadership team and all our

colleagues to deliver the next stage of Unite Student’s growth.

Opportunities for growth

We now have our largest ever development pipeline at £1.3

billion, focused on delivering new homes in the most supply

constrained markets and aligned to the UK’s strongest

universities. It will deliver significant earnings and NTA growth

over the next four years. The outlook for development is

strong and we are tracking a number of further opportunities

at attractive returns, which we will look to secure over the next

6–12 months.

Universities increasingly see access to high-quality and

value-for-money accommodation as a barrier to growth.

Funding challenges and competing priorities for capital are

encouraging universities to partner with Unite Students to

deliver new accommodation. This has become more pressing

due to acute housing shortages post-pandemic and growing

obsolescence in university estates. In February we announced

our first joint venture with a university, to redevelop existing

accommodation in partnership with Newcastle University.

The agreement to deliver 2,000 new beds on the University’s

land highlights how Unite Students is uniquely positioned to

address housing shortages.

We believe that there is also an exciting opportunity to

grow our platform in the wider living sector by catering to

the growing number of young professional renters living in

major UK cities. Our pilot asset in Stratford has performed

well during our first full year of ownership and is now fully

integrated into our operational platform. We are exploring

opportunities to grow our operational platform by partnering

with co-investors.

Positive outlook for growth

We are confident in the outlook for the business. Student

accommodation is structurally supported by growing demand

for Higher Education and constrained supply, which supports

long-term sustainable rental growth and creates significant

investment opportunities to deliver new homes.

The strength of our relationships with universities, combined

with our best-in-class operating platform, strong balance sheet

and development expertise creates unrivalled opportunities

for university partnerships both on- and off-campus. We are

the provider of choice for universities seeking nominations

agreements, which underpins over half of our letting activity

each year and underwrites over 90% of our development

pipeline. Our first joint venture with Newcastle University

underlines these qualities and we are confident there is more

to come as we help universities unlock potential housing

supply on their campuses.

Strong reservations support rental growth of least 6% for

the 2024/25 academic year. Despite ongoing cost pressures,

this supports an improvement in our EBIT margin and 3–5%

growth in adjusted EPS in 2024. We expect earnings growth to

accelerate from 2026 as development completions increase.

Rental growth, together with value creation through

planning milestones, development and asset management

supports total accounting returns of 10–12% in 2024, prior

toyieldmovements.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

The key pillars of our strategy reflect our commitment to deliver long-term value for our stakeholders. This means

delivering for our customers and universities by creating a Home for Success for students, providing attractive returns

for shareholders and ensuring we operate as a responsible and resilient business so we can create a positive impact for

the environment, our people and communities.

DELIVERING FOR OUR

CUSTOMERS AND

UNIVERSITIES

STRATEGIC FOCUS

•

Delivering a best-in-class

studentexperience.

•

Investment to enhance

ourproperties.

•

Investment in our

digital capabilities and

technologyplatform.

PROGRESS IN 2023

•

Further improved student support

through a wellbeing partnership

withEndsleigh.

•

Significantly improved our Student

Net Promoter Score to+42.

•

Opened a new development,

Morriss House, in Nottingham

and refurbished three properties

in Edinburgh, Birmingham

andLondon.

OBJECTIVES FOR 2024

•

Deliver an enhanced

digital experience through

continued investment in our

technologyplatforms.

•

Deliver our Bromley Place

development in Nottingham for the

2024/25 academic year.

•

Secure a university partnership

jointventure.

•

Deliver asset management projects

on around 5,000 beds to further

enhance ourportfolio.

•

Continue to deliver our technology

upgrade programme to enhance

customer experience.

CREATING A

RESPONSIBLE AND

RESILIENT BUSINESS

STRATEGIC FOCUS

•

Becoming net zero carbon across

our operations and developments

by2030.

•

Creating positive impact for

communities and students.

•

Supporting wider access to

HigherEducation through the

UniteFoundation and sector-

leadingresearch.

•

Maintaining our proactive approach

tofire safety.

PROGRESS IN 2023

•

Delivered energy-efficient capital

projects representing over £8.2

million in total investment and

increased the proportion of floor

space achieving A–C EPC ratings

from80% to 99%.

•

Published our Sustainable

Construction Framework.

•

Provided 106 new Unite

Foundationscholarships.

OBJECTIVES FOR 2024

•

Embed our Sustainable Construction

Framework within our supply chain.

•

Enhance the Unite Group’s reputation

with key stakeholders.

•

Deliver lasting improvements

in environmental performance

through capital projects and

studentengagement.

•

Continue to progress fire safety

improvement projects.

ATTRACTIVE

RETURNSFOR

SHAREHOLDERS

STRATEGIC FOCUS

•

Sustainable growth in rental income

and earnings.

•

Delivery of attractive total

accountingreturns.

•

Sourcing new growth opportunities

through development and

universitypartnerships.

PROGRESS IN 2023

•

Achieved >99% occupancy and

7% rental growth for the 2023/24

academic year.

•

Committed to five new

developmentschemes.

•

Delivered 8% adjusted EPS growth.

•

Raised capital to accelerate growth in

earnings and total returns.

OBJECTIVES FOR 2024

•

Secure new investment opportunities

through development and

universitypartnerships.

•

Deliver 10–12% total accounting

return before yield movement.

•

Continue asset disposals to recycle

capital and enhance portfolio quality.

•

Grow EBIT margin by around

0.5–1.0%.

OUR STRATEGIC OBJECTIVES

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Q: You both secured internal promotions at the start

of January 2024. What are your main ambitions for the

business goingforward?

Joe Lister: “I’ve taken over the role of Chief Executive at a time

of great opportunity. Unite Students is poised to take advantage

of a significant period of growth thanks to our unique position,

market-leading platform, and unrivalled relationships with

university partners.

Growth is, therefore, absolutely a key ambition for the business

going forward. There is a shortage in student accommodation and

we are focused on increasing supply of high-quality, affordable

homes through our development pipeline and by helping

universities to unlock the value of their campuses.

Ensuring Unite Students continues to be a great place to live is

also front of mind. We’re committed to making sure that our all-

inclusive proposition remains relevant to evolving student needs

– and a broad student mix. More than just a space to live, we offer

a home and a community – where students can thrive.

An enhanced employee proposition is another key ambition for

me as we look ahead – ensuring that Unite Students is a great

place to work. We want to attract and nurture the best talent –

which is why we’re proud to be the first in our sector to be a Real

Living Wage employer and are committed to offering our staff

best-in-class training and career progression opportunities.”

CEO AND CFO Q&A

Watch Joe Lister and Mike Burt

sharetheir thoughts on our performance

in 2023.

with Joe Lister, Chief Executive Officer

& Mike Burt, Chief Financial Officer

Q&A

Q: What are the main areas of focus in 2024?

Joe Lister: “An immediate focus of mine has been visiting all our

sites and cities to speak to people on the ground. I want people to

know they’re being listened to – to make sure I fully understand

their concerns and where they see opportunities. This will be

crucial in ensuring a smooth transition for the new leadership

team. I’m honoured to have received such a positive reception

so far but that’s not something I – or any of us – want to take for

granted. That also links to our focus on culture and values. We

want to build on a culture where difference is valued so that all

our customers and employees feel they belong.”

Mike Burt: “As Joe has said, culture and clearly-understood values

are hugely important to all of us at Unite Students. That filters

through to our overarching purpose: creating a Home for Success.

A key area of focus throughout 2024 must be doing the right thing

for all our stakeholders. That includes our customers, universities,

local communities, and our investors.

Putting us in the best possible position for sustainable growth is

key. The acute need for new student beds supports the strongest

growth outlook Unite Students has seen for several years. We

have a fantastic pipeline of 7,300 beds in the strongest university

cities, which will see us invest around £1.2 billion to increase the

supply of much-needed student accommodation. Delivering our

growth potential while also maintaining a high-quality balance

sheet is crucial, which is why we chose to raise equity in 2023 to

support our future growth ambitions.”

“Unite Students now accounts for

4 in 10 beds nominated by Higher

Education institutions, and this

is a key area of growth potential.

We’re trusted by universities

to deliver safe, high-quality

homes and a stand-out student

experience, where everyone’s

wellbeing is prioritised.”

Joe Lister

Chief Executive Officer

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CEO AND CFO Q&A continued

Q: How do you plan to build on three decades of success?

Mike Burt: “It’s an exciting time for us and the sector – and

we’re fortunate to find ourselves in a position where we can

continue to grow our platform and go from strength to strength.

The growth we’ve delivered in the past gives us the foundations

to push ahead and thanks to our track record we are a partner

ofchoice for the UK Higher Education sector.”

Joe Lister: “Those strong relationships and historical ties are

key. Unite Students now accounts for 4 in 10 beds nominated

by Higher Education institutions, and this is a key area of growth

potential for us. That we’re trusted by universities to deliver safe,

high-quality homes and a stand-out student experience, where

everyone’s wellbeing is prioritised, is testament to our successes

to date. We see huge potential for working collaboratively with

university partners further, to unlock the full potential of their

campuses. That’s why we’re so excited about our joint venture

with Newcastle University, an industry-first deal which will

deliver 2,000 affordable beds to students.”

Q: How will you continue to make Unite Students a great

place to work?

Joe Lister: “Our Home for Success ethos extends to all those who

work with us.

We are focused on being a great place to work and, as we’ve said,

are working to create a culture where everyone can thrive. Part of

that is building and supporting great frontline teams and we have

various initiatives to help attract and nurture the best talent.

I’m really excited by the potential of The Academy, which was

launched in October 2022 and encourages on-the-job learning and

development for colleagues across all career stages. This ranges

from fast-track leadership training to mentoring and coaching.

Our strong employee offer and staff benefits provide a great place

to build a meaningful career.

We’re working with young people at such an important time of

their lives and as such that gives us a huge opportunity to provide

real value to them. Our teams frequently go above and beyond

and volunteer in local communities, which is so important and

appreciated by our students.”

Q: What do you think investors are looking for as the

business grows?

Mike Burt: “It’s clearly a challenging time for many businesses.

We’re operating in a high cost and inflationary environment which

impacts the viability of new development, alongside a broader

cost-of-living crisis. Generating value and sustainable growth for

our investors, while also maintaining a prudent approach to costs,

is key. It’s about balance right now.

Our strong track record, high-quality balance sheet and disciplined

approach to capital allocation is very important to investors.

Our approach, a really strong team and a stand-out customer

proposition delivers sustainable growth in earnings and dividends,

backed by a high-quality balance sheet, which translates to

attractive returns for our investors.”

Q: How is sustainability going to shape how we do

businessin future?

Joe Lister: “We aspire to lead the living sector on sustainability –

that’s important to us and is reflected by our ambitious targets.

We’re already delivering against our plan to become a net zero

carbon business by 2030 and are committed to having a positive

impact on people and the communities in which we operate.

We’re also delivering against our new Sustainable Construction

Framework which formalises our approach to sustainable design

and construction, as well as looking at how we reduce carbon

emissions internally and with supply chain partners.”

Mike Burt: “We’ve invested c.£50 million in sustainability

improvements since 2018, which sets us in good stead. Our

sustainability framework sets our growing social impact within the

context of our wider sustainability goals, which is important to us.

We now commit to donating 1% of our adjusted profits to

social initiatives, to ensure we are continuously giving back. This

delivered £2.4 million of investment last year and, as part of that,

we’re proud of our continued support of the Unite Foundation,

which does vital work for care leavers and estranged students.

Over 700 young people have now benefited from accommodation

scholarships since 2012.

In addition, research we commissioned in 2023 showed that

purpose-built student accommodation contributed more than

£7 billion to the national economy through operational costs and

spending of undergraduate students, demonstrating the impact of

the sector.”

Q: How will Unite Students maintain its

sector-leadingposition?

Joe Lister: “As we’ve said, we believe we have a really exciting

future and are well-positioned to build on our successes to date.

As well as providing significant socio-economic benefits to the

areas in which we operate, student accommodation is a vital part

of the university experience.

However, the UK is increasingly short of suitable, high-quality

accommodation – especially as HMO landlords continue to leave

the market. We therefore have a crucial role to play in increasing

supply and we have a clear strategy to do so – maintaining our

sector-leading position at the same time. In addition, our ongoing

investment into building enhancements, new technology and our

broader service offering means we can be confident of providing

the best possible proposition and support to our students.”

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

The outlook for our business is influenced by structural trends in Higher Education and student accommodation,

which impact the size of our addressable market. Cyclical factors also have an impact on the economic conditions

we face, the cost and availability of funding for the business and our investment plans. Together these factors

influence our strategy and the long-term growth prospects of the Unite Group.

UK Higher Education policy recognises the global standing

of the UK’s universities, including how universities attract

students from all over the world, conduct vital research and

contribute £42 billion to the UK economy, and the benefits

this provides to our society.

The Higher Education sector regulator, the Office for Students

(OfS), is responsible for monitoring the quality of HE provision

to ensure successful outcomes for students. The OfS has

established minimum expectations for course continuation,

completion rates and graduate outcomes, to determine if

perceived low-quality courses should be subject to caps on

student numbers.

Changes to visa rules, which become effective in 2024, mean

postgraduate taught students will no longer be able to bring

dependant family members to live with them in the UK.

Private landlords face a growing regulatory burden. Minimum

EPC standards, local authority licencing and the upcoming

Renters Reform Bill all add to the challenges of being an

HMOlandlord and some will choose to leave the sector.

The number of full-time students in UK Higher Education

hasgrown by 545,000 (32%) over the past 10 years,

driven bya combination of rising participation rates

andinternationalgrowth.

The application rate to university by UK school leavers is

above pre-pandemic levels, reflecting the continued value

young adults place on a higher level of education and the life

experience and opportunities it offers. There has also been

significant growth in postgraduate students over the last four

years, with an extra 190,000 students compared to 2017/18.

International student numbers have also continued to grow

thanks to increased demand from non-EU markets such

as China and India, more than offsetting a reduction in EU

student numbers post-Brexit.

Looking forward, there is potential for strong growth

in student numbers over the next decade. This reflects

significant demographic growth, which will see the population

of UK 18-year-olds increase by 124,000 (16%) by 2030.

Government

policy

Growing demand for

Higher Education

What it means for Unite Students

•

Potential for stronger growth in student numbers

forthose universities and cities delivering high-quality

teaching, strong employment prospects for graduates

and internationally recognised research.

•

Changes to visa policy, restricting the ability of

taught postgraduate students to bring dependant

family members to the UK, are unlikely to significantly

impact demand for our single occupancy rooms. Our

portfolio also has limited indirect exposure to those

cities and universities expected to be most negatively

impacted by the visa change.

•

We are confident that our strategic alignment to

high- and mid-ranked universities positions us

to successfully navigate future changes in the

Government’s Higher Education policy.

What it means for Unite Students

•

Increased demand for PBSA from students and

universitypartners.

•

Opportunities for new development in markets

wherethe supply/demand imbalance is greatest.

MARKET TRENDS

MARKET OVERVIEW

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

MARKET OVERVIEW continued

The number of households living in the private rented sector

in England and Wales has more than doubled over the

past 20 years. As a result, government policy in the private

rented sector is focused on ensuring that homes are of good

quality and safe for tenants. The Government estimates that

over a fifth of privately rented homes are in poor condition

and launched a consultation in the second half of 2022

on whether minimum standards should be introduced.

The Renters (Reform) Bill will increase tenants’ rights and

may reduce the attractiveness of letting to students, if

they are able to end tenancies early. PBSA is recognised by

theGovernment as being different to traditional HMOs and

has been removed from the draft legislation.

The Government has recognised the shortage of housing

inthe UK and the need for new housing in our markets.

The UK’s commitment to achieve net zero carbon by 2050

willrequire significant reductions in energy use from domestic

properties. This includes potentially increasing minimum energy

efficiency standards (MEES) which require rental properties to

achieve EPC ratings of at least C by 2027 and B by 2030.

Universities recognise that high-quality and affordable

student accommodation is a major differentiator in their

ability to attract and retain students. They will typically seek

toguarantee accommodation for their domestic first-year and

international students. Universities own around 300,000 beds

of their own accommodation but new investment tends to

be prioritised towards their academic estate and investment

in research capabilities. As a result, universities have relied

on private PBSA owners to deliver new accommodation to

support growth in student numbers.

Inflationary pressures and higher interest rates have increased

the operational and financial challenges faced by universities

and there is a growing appetite for partnerships with leading

operators of student accommodation.

Focus on quality,

sustainable housing

University

outsourcing

Structural trends

Demand for PBSA is underpinned by a range of structural

drivers, which support growth in student numbers for UK

Higher Education.

What it means for Unite Students

•

Growing regulation of the HMO sector may

resultinmore private landlords seeking to exit

themarket, creating opportunities for the PBSA

sectorto capture a growing share of students

requiring accommodation.

•

Increasing likelihood of a green premium or

brown discount for PBSA assets as sustainability

considerations grow in importance for stakeholders.

•

The growing number of long-term renters in the UK

supports the growth of the build-to-rent sector. We

believe there is an opportunity to grow our platform

in the living sector by catering to the growing number

of young professionals living in major UK cities.

What it means for Unite Students

•

Demand for new, long-term nomination agreements

with universities.

•

Opportunities for strategic university partnerships

for on- and off-campus development, as well as the

transfer of existing accommodation stock, requiring

investment andrepositioning.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Cyclical trends

Economic and financial conditions have become more challenging over the past year. Demand

forHigher Education and student accommodation has historically proven to be non-cyclical and the

business is protected from rising costs through rental growth and its risk management approach.

MARKET OVERVIEW continued

What it means for Unite Students

•

We raised capital during the year to commit to

developing two new schemes and accelerate asset

management investment.

•

We reduced our medium-term LTV target to c.30% in

response to higher funding costs which have made

debt less attractive.

•

We anticipate a gradual increase in our cost of debt

as we refinance debt facilities put in place at a time of

lower interest rates.

•

It is possible we will see a further rise in valuation

yields for PBSA in 2024, albeit the strong outlook

for rental growth is expected to offset the negative

impact on propertyvaluations.

•

We expect attractive opportunities to emerge for

new acquisitions and developments given the

funding constraints faced by some PBSA owners

anddevelopers.

What it means for Unite Students

•

Inflation has a positive impact on rental growth

through the c.33% of our beds under nomination

agreements with contractual uplifts linked to RPI or

CPI. All of our beds are repriced annually, either based

on open-market lettings, index-linked or fixed uplift

nomination agreements. We will monitor the impact

of inflationary pressures on our student customers

and their guarantors to ensure we continue to offer

affordable, value-for-money accommodation.

•

We expect increases in operating costs and

overheads in 2024, particularly around utility and

staff costs, which we will mitigate through operational

efficiencies, as well as higher income growth for the

2023/24 and 2024/25 academic years.

Interest rates have remained at elevated levels over the past

year. Rates are now expected to moderate in 2024 but remain

above levels seen between 2015 and 2021. Liquidity has also

reduced in debt and equity capital markets resulting in above-

average borrowing spreads for companies and limited capital

raising activity.

Investment volumes for PBSA assets were lower in 2023

than recent years, reflecting the more challenging funding

environment for potential purchasers. Valuation yields

have risen gradually over the year, reflecting the impact of

these tighter funding conditions. Despite these short-term

pressures, the PBSA sector’s fundamentals continue to

attractsignificant levels of institutional capital from the UK

and international investors.

Our portfolio currently yields 5.0%, which offers attractive

returns given the positive outlook for rental growth.

Inflation and interest rates appear to have peaked in the UK,

with modest economic growth expected through 2024. There

will be a general election in 2024, with potential for changes in

economic policy by either main party.

Funding

conditions

Economic

outlook

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

MARKET OVERVIEW continued

What it means for Unite Students

•

We are focused on developing in the strongest

markets where the supply/demand imbalance

isgreatest.

•

We are targeting higher returns on new development

activity to reflect the higher funding cost environment,

which will require a reduction in land values or build

costs as well as potentially increased rents.

•

More predictable build costs mean greater confidence

in returns from development, supporting our ability

to commit to newschemes.

•

Property values are now below replacement costs in

several cities, creating significant opportunities to invest

in asset management projects in our existing estate.

What it means for Unite Students

•

Tight supply conditions and healthy student demand

are supportive of full occupancy for the 2024/25

academic year.

•

Lower supply of HMO properties and increasing costs

for tenants in the HMO sector create an opportunity

to retain more first-year customers who might

otherwise move into the HMO sector.

•

Reducing construction activity in the PBSA sector and

wider economy is likely to result in a reduction in land

pricing and construction costs over time.

•

Slowing development activity will create significant

demand/supply imbalances in stronger markets, which

increases the attractiveness of development activity.

Construction costs have risen significantly since the pandemic

due to a shortage of raw materials, rising energy costs and

a tight labour market. However, we are seeing a moderation

in price rises as commodity prices stabilise, coupled with a

broader economic slowdown. The rise in development costs

has created viability challenges for new PBSA development

in a number of our markets, where the minimum rents

required to justify new development (£180–£190 per week)

are unaffordable relative to alternative options in the local

market. This is resulting in lower volumes of new supply and

is contributing to a reduction in land values.

With modest economic growth expected through 2024 we

anticipate that pricing for build contracts may become more

competitive, as well as potential reductions in land values

from competing uses.

There has been a steady slowdown in the new supply of PBSA

from a peak of 30,000–35,000 beds p.a. in 2017–2019 to less

than 15,000 beds delivered in 2023. This reflects delays to

development deliveries resulting from planning delays, as

wellas more restrictive funding conditions fordevelopers.

The stock of student housing in the HMO sector is also

expected to reduce as a result of increasing regulation for

private landlords. This includes increasing minimum energy

efficiency standards (MEES), which will potentially require

rental properties to achieve EPC ratings of at least C by 2027

and B by 2030, and proposed changes in regulation through

the Renters (Reform) Bill. Rising mortgage interest costs will

reduce financial returns available in the sector. This will result

in additional costs for HMO landlords and may see many

choose to exit the market, which we expect to be reflected

inhigher rents for students living in HMOs.

Development

viability

Competing

supply

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

37.1p

2019

24.0p

2020

27.6p

2021

40.9p

2022

44.3p

2023

20222020

847p

818p

882p

927p

20212019

2023

920p

11.7%

2019 2020

10.2%

2021

8.1%

2022

2.9%

2023

31%

37%

2019

34%

2020

29%

2021 2022

28%

2023

-3.4%

KEY PERFORMANCE INDICATORS

Financial KPIs

1. The financial statements are prepared in accordance with International Financial Reporting Standards (IFRS). The Unite Group uses Alternative Performance

Measures (APMs), which are not defined or specified under IFRS. These APMs, which are not considered to be a substitute for IFRS measures, provide additional

helpful information and are based on the European Public Real Estate Association (EPRA) best practice recommendations. The metrics are also used internally

to measure and manage the business and to align to the performance-related conditions for Directors’ remuneration. See glossary for definitions and note 8 for

calculations and reconciliations.

Adjusted earnings

per share

(p)

44.3p

EPRA NTA

per share

(p)

920p

Total accounting

return (%)

2.9%

Loan-to-value

ratio (%)

28%

Link to remuneration

Bonus and LTIP

Measure

EPRA NTA per share measures

the market value of rental

properties and developments,

less any debt used to fund

them, and working capital in

the business.

Performance in 2023

The NTA decrease reflects

an increase in the value of

the Unite Group’s property

portfolio, additional

provisions for cladding

remediation projects and

retained profits.

Priorities going

forward

Grow NTA through rental

growth, asset management

and development profits,

while continuing to maintain

the portfolio and remedy fire

safety defects.

Link to remuneration

Bonus and LTIP

Measure

Total accounting return

measures the NTA in EPRA

NTA per share plus dividends

paid, as a percentage of

opening EPRA NTA per share.

Performance in 2023

Dividends paid of 35.4p were

the key driver, together with

a small reduction in NTA.

Priorities going

forward

Deliver 10–12% total

accounting return in 2024

through dividends and

NTAgrowth prior to any

yieldmovement.

Link to remuneration

Bonus

Measure

Loan-to-value measures net

debt as a proportion of the

value of our rental properties

and developments, on a

Unite Group share basis.

Performance in 2023

The decrease in LTV during

the year was primarily driven

by our £300 million capital

raise, partially offset by

capital expenditure on our

development pipeline and

rental properties.

Priorities going

forward

Maintain a strong balance

sheet with LTV of c.30% in

the medium term. Continue

capital recycling through

disposals to fund new

investment in development

and asset management.

Link to remuneration

Bonus and long-term

incentive plan (LTIP)

Measure

Adjusted earnings measures

the recurring profit delivered

by operating activities, on a

per share basis.

Performance in 2023

The business delivered

a strong operational

performance in 2023, with

adjusted earnings of 44.3p,

up 8% year-on-year. This

reflects sustained occupancy

of 99.8% and rental growth

of 7.4% for the 2023/24

academic year.

Priorities going

forward

Deliver sustainable growth

in adjusted EPS through full

occupancy for the 2024/25

academic year and cost

discipline.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

2019

2020

2021

2022

2023

2019 2020

2021

2022

2023

2021

2019

N/A

2020

2022

2023

2019 2020 2021 2022

2023

KEY PERFORMANCE INDICATORS continued

Operational KPIs

Safety

(number of accidents)

Customer

satisfaction

+42

Employee

engagement

Higher Education

Trust

+32

Link to remuneration

Taken into consideration

Measure

The number of RIDDOR

reportable accidents in

our health and operations

each year acts as an

indicator of our health

andsafetymanagement.

Performance in 2023

There was 1 RIDDOR with

an accident frequency rate

of 0.03 for 2023. There were

nosignificant trends in terms

ofcausation.

Priorities going

forward

Our focus for 2024 will be

improving our safety culture,

colleague engagement

and competence. We will

ensure our people have

the tools they need to work

effectively while continuing

to review our health and

safety trainingcourses,

alongside our learning

anddevelopment team.

Link to remuneration

Bonus

Measure

Customer Net Promoter

Score (NPS) provides a

commercially relevant

customer experience

measure, based on an annual

externally provided survey.

Performance in 2023

The Net Promoter Score

for our 2023 student arrival

check-in was +42, a 4-point

improvement year-on-year,

after adjusting for properties

that were non-comparable

due to cladding remediation

works. Improvement in

the score followed further

training being delivered in

our Class of ‘23 programme

and the launch of our CARE

customer service model, to

give our teams the tools for a

service excellenceexperience.

Priorities going

forward

With the continued

investment in training city

teams, further improvement

in NPS isanticipated.

Link to remuneration

Bonus

Measure

Independent, anonymous

surveys are undertaken

by an external provider

amongst our employees to

gain regular and insightful

feedback on how they feel

and how we can continue

toimprove.

Performance in 2023

Employee engagement

for 2023 was 70, a 5-point

improvement year-on-year.

2023 was a challenging

year for our people, in

part due to cost-of-living

pressures, but also as a

result of implementing our

new operating model and

there was above average

employeeturnover.

Priorities going

forward

Providing training sessions

and supporting toolkits to

line managers, enabling

them to take appropriate

and meaningful action for

theirteams.

Bi-annual surveys will be

undertaken, supplemented

by a number of other

engagement channels.

Link to remuneration

Bonus

Measure

The Higher Education (HE)

Net Promoter Score (NPS)

provides a measure of how we

have met the needs of our

Higher Education partners

and their perception of

UniteStudents.

Performance in 2023

The HE Net Promoter

Score (NPS) for 2023 was

+32, a 25-point increase

from +7 in 2022. Our local

teams have worked hard

all year to develop the

kind of partnership that

universities want – proactive,

collaborative, delivering a

great student experience, and

adding value to universities by

sharing newideas.

Universities have praised

our approach to student

support and the wider student

experience and the value that

we add to the sector through

our research.

Priorities going

forward

We are committed to

further strengthening our

relationships with universities

and anticipate continuing

improvement of the NPS.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

ADJUSTED EPS

44.3p

(2022: 40.9p)

TOTAL ACCOUNTING RETURN

2.9%

(2022: 8.1%)

LOAN-TO-VALUE RATIO

28%

(2022: 31%)

Watch Joe Lister,

ChiefExecutive, and

Mike Burt answer

morequestions.

A POSITIVE

OUTLOOK

FOR THE

YEAR AHEAD

“Rents increased by 7.4% on a

like-for-like basis for 2023/24. We

maintained a high proportion of

income let to universities, with 53%

of beds provided under nomination

agreements while also achieving our

highest ever university NPS score.”

Mike Burt

Chief Financial Officer

Operations Review

Full occupancy for 2023/24

We achieved occupancy of 99.8% across our total portfolio

for the 2023/24 academic year (2022/23: 99.2%), reflecting

the quality of our offer and university relationships, strong

student demand and the shortage of supply in many markets.

We have been deliberate in aligning our portfolio to high and

medium-tariff universities, where the number of accepted applicants

grew slightly for the 2023/24 academic year. By contrast, lower-tariff

universities saw a 5% reduction in acceptances, continuing the trend

of the past decade for a flight to quality. Our portfolio is 93% aligned

to Russell Group markets, where the number of accepted students

rose by 2% year-on-year and is now 7% above pre-pandemic

levels. Overall, the undergraduate intake for 2023/24 reduced by

2% to 554,000 (2022/23: 563,000), but remained 2% higher than

pre-pandemic levels.

FINANCIAL REVIEW

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

FINANCIAL REVIEW continued

Strong rental growth

Annual rents increased by 7.4% on a like-for-like basis for

2023/24 (2022/23: 3.5%), reflecting average increases of 7.7%

for nomination agreements and 7.1% for direct-let tenancies.

Rental growth from our nomination agreements exceeded the

portfolio average despite the rental caps in place on many of our

multi-year nomination agreements. This reflects our success in

agreeing increased rental levels on renewals of single-year deals

and new multi-year agreements where our university partners

recognise the value our accommodation provides at a time

of increasing costs. Continued enhancements to our service

and product offering drove strong demand and supported the

increase in our check-in NPS score to +42 (2022: +38). Occupancy

was broadly consistent across our wholly-owned portfolio, USAF

and LSAV, with limited availability in all markets.

2023/24 rental growth

andoccupancy Rental growth

Occupancy

Nomination agreements 7.7%

Direct-let 7.1%

Total 7.4% 99.8%

1. Like-for-like properties based on annual value of core student tenancies.

2. Beds sold.

We have maintained a high proportion of income let to

universities, with 37,143 beds (53% of total) provided under

nomination agreements for 2023/24 (2022/23: 36,611 and

52%). The increase in the percentage of beds under nomination

agreements reflects universities’ growing reliance on partners

to meet their accommodation needs. We achieved our highest

ever university NPS score of +32 (2022: +7), recognising our

sector-leading student welfare offer, Support to Stay, and

thought leadership in the sector.

The unexpired term of our nomination agreements is 5.8years,

down slightly from 6.3 years in 2022/23. A balance of nomination

agreements and direct-let beds provides the benefit of having

income secured by universities, as well as the ability to offer

rooms to re-bookers and postgraduates and determine market

pricing on an annual basis. We expect to maintain nomination

agreements between 50–60% of beds going forward.

65% of our nomination agreements, by income, are multi-

year and therefore benefit from annual fixed or inflation-

linked uplifts based on RPI or CPI. The remaining agreements

are single year, and we achieved a renewal rate of 89% with

universities for 2023/24 (2022/23: 92%). As inflation reduces,

index-linked agreements will move below their capped annual

uplifts, meaning a return to historical levels of rental growth

over time.

Agreement length

Beds

2023/24

% Income

2023/24

Single year 12,877 35%

2–5 years 6,535 19%

6–10 years 5,362 15%

11–20 years 6,581 16%

20+ years 5,788 15%

Total 37,143 100%

UK students account for 72% of our customers for 2023/24

(2022/23: 72%), making up a large proportion of the beds

under nomination agreements with universities. This

represents a significant increase in our weighting to UK

students over recent years, compared to 60% immediately

prior to the pandemic, and reflects our success in retaining

second- and third-year students who might have historically

moved into the HMO sector. In addition, 26% and 2% of our

customers come from non-EU and EU countries respectively

(2022/23: 25% and 3%).

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

FINANCIAL REVIEW continued

Operations Review continued

Postgraduates make up around 20% of our direct-let customer

base and re-bookers accounted for 43% of our direct-let bookings

for the 2023/24 academic year (2022/23: 39%), reflecting the

proactive retention campaign in our properties. The growing

share of postgraduate and non-first-year undergraduate students

in our properties, who typically seek greater independence,

supports our strategy of increasing the segmentation of our

customer offer to capture market share form the traditional

HMOsector.

Occupancy by type and domicile by academic year

Direct-let

Nominations UK China EU

Non-

EU Total

2020/21 53% 16% 11% 4% 4% 88%

2021/22 51% 21% 13% 3% 6% 94%

2022/23 52% 24% 14% 2% 7% 99%

2023/24 53% 24% 13% 2% 8% 100%

Positive outlook for 2024/25

Applications data for the 2024/25 academic year is encouraging,

with total applications flat on 2023/24 but still 6% ahead of pre-

pandemic levels. We continue to see strongest demand for the

high and mid-tariff universities to which we have aligned our

portfolio. Application rates remain strong for UK 18-year-olds

at 41.3% and there continues to be significant unmet demand

for university places, as demonstrated by the nearly 200,000

unplaced students in 2023/24. Applications from international

students are 1% higher for 2024/25, with 2% growth from non-EU

markets more than offsetting a 3% reduction in EU applicants.

Demand for the Group’s accommodation remains strong.

Across the Group’s entire property portfolio, 80% of rooms are

now reserved for the 2024/25 academic year, which is ahead of

our typical leasing pace. We have seen increased early demand

from universities who see quality accommodation as a key part

of their offer to prospective students. Current reservations

under nomination agreements account for 55% of available

beds for 2024/25, an increase of two percentage points

compared to 2023/24.

In our strongest markets, we have also seen students looking to

secure accommodation early in the sales cycle. Our nominations

and direct-let sales performance is supportive of our guidance

for full occupancy and rental growth of at least 6% for the

2024/25 academic year (previously at least 5%).

Technology upgrade to enhance customer experience

and operating margins

We are in the process of upgrading our end-to-end technology

systems to enhance customer experience and drive efficiencies

which deliver margin improvement. The project is our largest

investment in technology since the implementation of PRISM

in 2016 and will deliver enhanced systems for customer

relationship and property management, as well as improved

booking and marketing platforms. The initial phase of

upgrades has now been implemented, with the remaining

elements of the programme expected to be delivered over

the next 12–24 months. Around half of the total £26 million

programme cost has already been incurred. We expect to

achieve a payback of under five years through enhanced

utilisation and cost efficiencies which will increase our EBIT

margin by around 1%, as benefits accrue from mid-FY2025.

Software as a Service accounting

Our technology upgrade project includes transitioning from

traditional on-premises solutions to a predominantly cloud-

based Software as a Service (SaaS) model. Following a review

of our accounting treatment, implementation costs which

were previously capitalised will now be recognised as an

expense when incurred. £12.8 million of costs have already

been expensed in 2022 and 2023, reflecting around half of the

overall project costs. We expect to incur around £10 million of

further implementation costs in FY2024 and the remaining £3

million in FY2025. To better reflect the underlying operating

performance of the business, these implementation costs will

be removed from adjusted earnings. Post implementation,

technology licence costs will be expensed on a recurring basis.

Following completion of the technology upgrade, we expect a

reduction in annual depreciation and amortisation charges of

around £3 million from FY2026 due to less intangible assets.

The change has no impact on EPRA NTA, which excludes

intangible assets. Further information is included within

section 1 of the financial statements.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

FINANCIAL REVIEW continued

Operating costs

Inflation remained higher than expected through the year and

resulted in our operating costs growing faster than initially

expected. We are partially protected but not immune from

the effects of inflation on our cost base, thanks to our hedging

policies and proactive steps to deliver efficiencies through

technology and a review of discretionary spend. Inflationary

pressures, combined with higher marginal costs from increased

occupancy, resulted in a 4% increase in property operating costs

during 2023.

Staff costs increased by £1.5 million due to underlying wage

increases, driven by the pay award for 2023.

We hedge our utility costs in advance of letting rooms, providing

visibility over our cost base at the point of sale. This policy

helped limit utility cost increases to 18% or £4.1 million during

the year. Our utility costs are fully hedged through 2024 and

55% for 2025. As cheaper hedges put in place before the war

in Ukraine expire, we expect the cost of utilities to increase by

around 15% in 2024, equivalent to 1% growth in rental income.

Reductions in power and gas prices would support margin

improvement from 2025 if sustained at current levels.

Summer cleaning costs increased by £0.5 million as we

enhanced our pre-check-in cleaning in response to student

feedback, which supported the improvement in our NPS score.

Marketing costs increased by £0.6 million, reflecting ongoing

investment in our brand and commercial proposition.

Central and other costs increased by £7.5 million due to

cost increases or buildings insurance, reactive maintenance,

broadband, bad debt and council tax/HMO licences, as well as

a c.£0.8 million full year impact of our BTR pilot in Stratford.

Property operating

expenses breakdown

2023

£m

2022

£m Change

Staff costs (29.7) (28.2) 5%

Utilities (26.9) (22.8) 18%

Summer cleaning (5.7) (5.1) 9%

Marketing (7.3) (6.7) 9%

Central costs (16.8) (14.4) 16%

Other (26.6) (21.5) 24%

Property operating

expenses (113.0) (98.7) 14%

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Property Review

Our property portfolio saw a 1.7% increase in valuations on

a like-for-like basis during the year (Unite share: 1.2%), as

strong rental growth offset increases in property yields as

the market adjusted to a higher interest rate environment.

The see-through net initial yield of the portfolio was 5.0% at

31December 2023 (December 2022: 4.7%), which reflects like-

for-like yield expansion of 31 basis points in the year.

CASE STUDY

Meeting housing need with development

Our pipeline of developments is freeing up shared houses (HMOs) in UK cities.

In Bristol, we are building a c.600-bed development at the heart of one of the UK’s

largest regeneration projects, next to the University of Bristol’s new Temple Quarter

campus. The university will lease at least half of the rooms at Marsh Mills, which is

due to open for the 2025/26 academic year.

The construction phase of our £185 million London property, Hawthorne House,

in Stratford, has started and it is due to open for the 2026/27 academic year.

Half (51%) of the rooms in the 36-storey property will be for University of the Arts

London students. 65,000 sq ft will be occupied by a school, the London Academy

ofExcellence, for a 35-year term.

We have entered an option agreement to acquire a £95 million city centre development,

800-bed project in Glasgow, subject to planning. The aim is to deliver the property

for the 2026/27 academic year.

In Nottingham, Bromley Place a 271-bed, £34 million development will be ready for

the 2024/25 academic year, incorporating Victorian features of the existing building.

Since June 2022, we have seen a total 40–60 bps of yield

expansion across our markets. The weaker valuation

performance for LSAV reflects its higher London weighting

when compared to USAF (85% and 14% by value respectively),

where greater increases in property yields have had a more

significant negative impact on valuations.

Breakdown of like-for-like capital growth

1,2

£m

Valuation

31Dec 2023

Rental

growth

Yield

movement Other

Total

Wholly-owned 3,748 301 (223) (42) 36

LSAV 1,922 171 (166) (4) 1

USAF 2,992 223 (121) 2 104

Total (Gross) 8,662 695 (510) (44) 141

Total (Unite share) 5,550 66

% capital growth

Wholly-owned 8.3% (6.2)% (1.2)% 1.0%

LSAV 8.9% (8.6)% (0.2)% 0.0%

USAF 7.7% (4.2)% 0.1% 3.6%

Total (Gross) 8.2% (6.0)% (0.5)% 1.7%

Total (Unite share) 1.2%

1. Excludes leased properties and gains on disposals.

2. Excludes NTA neutral re-allocation of fire safety provision to Investment Property from Other assets/ (liabilities) on balance sheet.

3. Other includes changes to operating cost assumptions and income adjustments on reversionary assets.

FINANCIAL REVIEW continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

The proportion of the property portfolio that is income

generating is 97% by value, up from 96% at 31 December

2022. Properties under development have decreased to 3%

of our property portfolio by value (31 December 2022: 4%),

following the completion of our development at Morriss House

in Nottingham offsetting the impact of additional spend on our

committed pipeline during the year. We expect the proportion

of properties under development to grow as we commit to

additional projects.

The PBSA investment portfolio is 38% weighted to London

by value on a Unite share basis, which is expected to rise to

43% on a built-out basis following completion of our secured

development pipeline.

Development and university partnership activity

The slowing supply of competing PBSA and an 8% decline in HMO

supply over the last two years creates significant opportunities for

new development. There is widespread acknowledgement from

universities and local authorities of the need for new student

accommodation to relieve pressure on housing supply in local

communities. New supply of PBSA is down 60% on pre-pandemic

levels, reflecting viability challenges created by higher build and

funding costs. Planning timescales are also increasing as local

authorities face significant backlogs, further constraining supply.

Moreover, property valuations are now below replacement costs

in many university cities, making new development less viable.

Positively, we saw build cost inflation moderate during the year,

on the back of lower material prices, though the availability of

skilled labour remains tight.

These conditions, while challenging, play to the strengths of

our development capabilities and well-capitalised balance

sheet. As a result, the current market environment offers the

strongest opportunity for new development in recent years.

Our development pipeline is aligned to the highest quality

universities with 100% located in Russell Group cities.

Development and university partnerships will be a significant

driver of future growth in our earnings and EPRA NTA as we

build out the pipeline. Our development pipeline now includes

7,327 beds, with a total development cost of £1,271 million, of

which 2,741 beds or 53% by cost will be delivered in London.

This will contribute £77 million (Unite share) of net operating

income when complete.

The Building Safety Act is now in effect and addresses the

safety of new residential accommodation, by adding three

gateways to the design, build and occupation of new buildings.

We expect these gateways will add around six months to PBSA

development programmes, which will further slow new supply.

Our appraisals and delivery targets fully reflect the expected

impact of the Act.

We continue to see opportunities for new development

and university partnership schemes at attractive returns

and expect to add new opportunities to our pipeline during

theyear.

Completed schemes

During the year, we completed our 705-bed Morriss House

scheme in Nottingham at a cost of £60 million. Thedevelopment

is fully let for the 2023/24 academic year, achieving a yield on

cost of 8.5%. The project trialled a new design concept with

enhanced communal areas and welcome desk, which has been

well received by customers. The project’s embodied carbon

of c.800kg/

is 33% below the RIBA baseline of 1,200kg/

and ahead of annual milestones on our path towards

net zerodevelopment from 2030. The scheme also achieved

BREEAMExcellent and EPC A ratings and is fully electric, with

nogas reliance.

Committed schemes

We are committed to five development schemes, totalling

2,954 beds and £569 million in total development costs.

The £407 million of costs to complete these projects is fully

fundedfrom the Group’s cash and available credit facilities.

When complete, the projects will add a combined £37 million

to net operating income.

Our £36 million Bromley Place development in Nottingham

city centre will deliver 271 new beds for the 2024/25 academic

year. We will deliver a higher specification product, with larger

bedrooms and an enhanced design for the common areas, which

we will target at the post graduate market. We expect a significant

reduction in embodied carbon, to around 670kgCO

e/m

, through

adoption of low-carbon construction materials and retaining

elements of the existing building.

At Abbey Lane in Edinburgh, we are on-site and targeting

completion for the 2025/26 academic year. We will deliver 298

beds in cluster-flats as well as 66 two- and three-bed clusters

in a separate block. These smaller flats will be available for

postgraduate students, university staff and other young

professionals and form part of our BTR pilot.

Construction is also underway at our Hawthorne House scheme

in Stratford with the student accommodation element expected

to be delivered in time for the 2026/27 academic year. The

development will be delivered as a university partnership,

withover half of the beds let under a nomination agreement

for10 years to an existing university partner.

At Marsh Mills, construction is underway and on track to deliver

for the 2025/26 academic year. The 614-bed scheme will be 50%

nominated by the University of Bristol on a long-term agreement.

The site is adjacent to the University of Bristol’s new Temple

Quarter campus and will grow our portfolio in Bristol to

4,700beds.

FINANCIAL REVIEW continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Our Meridian Square project in Stratford is set to be heard at

planning committee in the coming weeks and we expect to

acquire the site and start construction later in the year. We

are targeting delivery of the 952-bed project for the 2027/28

academic year.

Future pipeline

There are an additional 2,373 beds in our secured pipeline for

as yet uncommitted schemes with total development costs of

£452 million. We expect to fund these schemes through a mix

of disposals and new borrowing.

Planning is progressing well for our Freestone Island project in

Bristol, which we expect to secure later in Q1 2024. Following

planning, we will exercise our option to acquire the site this

year for delivery for the 2026/27 academic year.

In September we announced our new Central Quay

development in Glasgow which aims to deliver 800 beds for

the 2026/27 academic year. We have an option to acquire the

land once planning is secured, which is targeted for the second

quarter of 2024.

We have recently secured an option to acquire a 501-bed project

in Elephant and Castle in London, which is well located for

a number of leading London universities. The scheme is

expected to be delivered in 2028, subject to planning.

New development opportunities

In addition to our uncommitted pipeline, we continue to

progress a number of further development opportunities

inLondon and prime regional markets at attractive returns.

We are seeking prospective returns on new direct-let schemes

at around 7.5–8.0% in regional markets and 6.5–7.0% in London.

We have lower hurdle rates for developments that are supported

by universities or where another developer is undertaking the

higher-risk activities of planning and construction. For new

schemes, viability has been supported by strong recent rental

growth and a stabilisation in build costs.

University partnerships pipeline

Co-investment in accommodation alongside a university has been

an objective for the business for several years. In February 2024,

we announced that Unite Students and Newcastle University

have agreed to enter into a joint venture to develop c.2,000 beds

at the University’s Castle Leazes site for delivery in 2027 and

2028. The joint venture deepens our 20-year relationship with

Newcastle University through a long-term strategic partnership.

The Castle Leazes site currently provides c.1,250 beds and was

built in 1969. Newcastle University has committed to close the

existing accommodation on the site and commence demolition

in the summer of 2024. Total development costs are expected

to be c.£250 million with Unite Students expecting to commit

c.£70 million in equity for a 51% stake. Newcastle University will

own a 49% stake in the JV and contribute to the Castle Leazes

site on a 150-year lease, with remaining funding coming from

new debt secured against the JV. To support the University’s

accommodation requirement during development, Unite

Students has provided 1,600 beds on a four-year nomination

agreement. Entry into the joint venture is subject to planning

approval. Planning submission is expected by the end of Q1,

which would support formation of the JV before the end of 2024.

Building on this proof of concept, we are in active discussions

with a range of high-quality universities for new partnerships

which we are looking to progress over the next 12–18

months. These include discussions around stock transfer

and refurbishment of existing university accommodation

as well as new development both on- and off-campus. We

expect our agreement with Newcastle University to support

further progress in other discussions. Our existing university

relationships through nomination agreements, best-in-class

operating platform and development capability, as well as

access to capital, provide us with a unique opportunity to

deepen these partnerships.

In addition, our four London developments will be delivered as

university partnerships, in line with requirements in the London

Plan for the majority of new beds to be leased to a Higher

Education provider. Our two Bristol projects will be delivered

as partnerships with the University of Bristol, building on our

existing city-wide agreement with the university and helping to

address an acute shortage of studentaccommodation in the city.

FINANCIAL REVIEW continued

Property Review continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Secured development and partnerships pipeline

Type

Target

delivery

Secured

beds/

units

No.

Total

completed

value

£m

Total

development

costs

£m

Capex in

period

£m

Capex

remaining

£m

Forecast

NTA

remaining

£m

Forecast

yield on

cost

Committed development

Bromley Place, Nottingham DL 2024 271 47 36 10 19 4 7.1%

Abbey Lane, Edinburgh DL 2025 614 122 78 7 52 21 7.3%

Marsh Mills, Bristol UPT 2025 401 74 62 4 49 6 7.1%

Hawthorne House, Stratford

UPT 2026 716 238 194 14 102 33 6.1%

Meridian Square, Stratford

UPT 2027 952 265 199 11 185 40 6.4%

Total committed 2,954 746 569 46 407 104 6.5%

Future pipeline

Freestone Island, Bristol

UPT 2026 500 71 69 7.2%

Central Quay, Glasgow

UPT 2027 800 97 97 7.2%

TP Paddington, London

UPT 2028 572 157 152 6.4%

Elephant & Castle, London

UPT 2028 501 127 127 6.5%

Total future pipeline 2,373 452 445 6.7%

Castle Leazes, Newcastle

JV 2027/28 2,000 250 250 7.3%

Total pipeline 7,327 1,271 1,102 6.8%

Total pipeline

(Unite share) 7,327 1,149 980 6.7%

1. Direct-let (DL), University partnership (UPT).

2. Subject to obtaining planning consent.

3. Yield on cost assumes the sale of academic space for c.£45 million.

4. Unite share 51%. Yield on cost includes management fees in NOI and deducts development management fee from costs.

Asset management

In addition to our development activity, we see significant

opportunities to create value through asset management

projects in our estate. These projects have shorter lead times

than new developments, often carried out over the summer

period, and deliver both attractive risk-adjusted returns and

significant enhancements to student experience.

In September we completed three asset management schemes

in London, Edinburgh and Birmingham. Investment across the

three projects totalled £24 million in aggregate and delivered

a 9% yield on cost. The projects delivered additional beds,

refurbished existing rooms and enhanced the environmental

performance of the properties. We have secured new nomination

agreements for over half of the refurbished beds and achieved

full occupancy for the 2023/24 academic year.

We have a significant pipeline of attractive asset management

opportunities and will accelerate investment to c.£50 million

(Unite share: £40 million) during 2024, improving the experience

of around 5,000 students for the start of the 2024/25 academic

year. We expect to further increase the level of asset management

activity in 2025.

FINANCIAL REVIEW continued

Disposals

We continue to manage the quality of the portfolio and our

balance sheet leverage by recycling capital through disposals.

Weare holding £197 million of assets (Unite share: £79 million)

for sale on our balance sheet and expect to complete in the

second quarter. The disposals were priced at a blended 6.4% yield

and in line with book value after deductions for fire safetyworks.

We will continue to recycle capital from disposals to maintain

LTV around our c.30% target and net debt:EBITDA in the 6-7x

range. The level of planned disposals will adjust to reflect capital

requirements for our development and asset management

activity as well as market pricing. We will target future disposals

of around £100–150 million p.a. (Unite share).

Acquisitions

We continue to review potential acquisition and forward

funding opportunities alongside our other uses of capital.

Weare tracking opportunities to acquire older, well-located

assets with asset management potential at relatively attractive

yields. We are focused on opportunities in our strongest

markets aligned to high-quality universities, where we see the

ability to deliver attractive rental growth over the long term.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Build-to-rent

During the year, we have transferred operational management

of our pilot build-to-rent (BTR) asset in Stratford, London onto

our operating platform. There are clear opportunities to leverage

our existing operating platform to deliver cost efficiencies and

use our BTR product to retain our student customers seeking a

more independent living experience. Rental growth continues to

outperform our assumptions from the time of acquisition, with

new lettings during 2023 15% above previous rentallevels. We

are planning to commence a refurbishment of the building in

2024 to improve the customer experience and support higher

rental levels.

We do not expect to increase our capital commitment to BTR in

the short term. We are continuing to explore opportunities to

increase the scale of our BTR operations through co-investment

with institutional investors, where Unite Students would act as

asset manager. Subject to identifying suitable opportunities, this

structure would enhance returns for the Group while limiting

capital requirements as we develop our understanding of the

opportunity in the BTR sector.

Fire safety

Fire safety is a critical part of our health and safety strategy,

and we have a track record of leading the sector on fire safety

standards through our proactive approach. The Building

Safety Act has introduced new requirements for provision of

safety information, management of data and design gateways

for new developments, and has been fully embedded in the

day-to-day workings of the business. We will continue to make

future investments in fire safety, as required, to comply with

government regulations.

FINANCIAL REVIEW continued

During 2023 we completed fire safety improvements on

16 buildings across our estate. We prioritise remediation

according to our risk assessments and have made additional

provisions totalling £86.2 million (Unite share: £42.5 million)

for works at a further 10 properties in our year-end balance

sheet. We have transferred the 2023 addition to provisions

in respect of committed spend on fire safety and façade

works taking place in AY 2024/25 to property valuations as

a deduction to fair value totalling £80.6 million (Unite share:

£39.8 million. This change is NTA neutral with the reduction in

property valuations offset by a reduction in other liabilities. We

spent £78.5 million (Unite share: £39.3 million) on fire safety

capex during the year. At the year-end, the total outstanding

provision for fire safety works was £42.3 million (Unite share:

£22.3 million), the costs for which will be incurred over the

nexttwo years.

During the year we reached agreement with contractors for

recovery of £13.6 million (Unite share: £5.7 million) in relation

to three buildings. In total we have now agreed settlements

totalling £39.2 million (Unite share: £27.3 million). We ultimately

expect to recover 50–75% of total cladding remediation costs

through claims from contractors, although the settlement and

recognition of these claims is likely to lag costs incurred to

remediate buildings. We expect the remediation programme to

complete in 2028 with net spend higher in the earlier years of

the programme and reducing substantially from 2026.

Property Review continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

The Group uses Alternative Performance Measures (APMs),

which are not defined or specified under IFRS. These APMs,

which are not considered to be a substitute for IFRS measures,

provide additional helpful information and include, among

others, measures based on the European Public Real Estate

Association (EPRA) best practice recommendations. The metrics

are used internally to measure and manage the business.

2023

£m

2022

£m

Rental income 369.5 339.7

Property operating expenses (113.0) (98.7)

Net operating income (NOI) 256.5 241.0

NOI margin 69.4% 70.9%

Management fees 16.9 17.4

Overheads (33.1) (33.8)

Finance costs (55.1) (63.0)

Development and other costs (9.1) (4.3)

EPRA earnings 176.1 157.3

SaaS implementation costs 8.2 4.6

Abortive acquisition costs – 1.5

Adjusted earnings 184.3 163.4

Adjusted EPS 44.3p 40.9p

EPRA EPS 42.2p 39.4p

EBIT margin 68.0% 67.9%

A reconciliation of profit after tax to EPRA earnings and adjusted earnings is set out in note 2.2b to the financial statements.

IFRS profit before tax decreased to £102.5 million in the year (2022: £350.5 million), reflecting the increase in adjusted earnings of

£20.9 million, a revaluation loss of £61.2 million (2022: £119.2 million profit) and a £17.2 million revaluation loss for interest rate

swaps (2022: £70.7 million profit).

2023

£m

2022

£m

Adjusted earnings 184.3 163.4

SaaS implementation costs (8.2) (4.6)

Abortive transaction costs – (1.5)

EPRA earnings 176.1 157.3

Valuation (losses)/gains and profit/(loss) on disposal (61.2) 119. 2

Changes in valuation of interest rate swaps and debt break costs (17.2) 70.7

Non-controlling interest and other items 4.8 3.3

IFRS profit before tax 102.5 350.5

Adjusted earnings per share 44.3p 40.9p

IFRS basic earnings per share 24.6p 87.6p

A reconciliation of profit before tax to adjusted earnings and EPRA earnings is expanded in section 7 of the financial statements.

FINANCIAL REVIEW continued

Earnings and adjusted earnings

We delivered a strong operating performance in 2023,

withadjusted earnings increasing by 13% to £184.3 million

(2022: £163.4 million), reflecting an increase in rental income

and costs, with a reduction in finance costs, when compared

to the prior year. Adjusted EPS increased by 8% to 44.3p

(2022:40.9p), reflecting the increased share count following

the capital raise in July.

Financial Performance

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Marsh Mills, Bristol

FINANCIAL REVIEW continued

Financial Performance continued

Sales, rental growth and profitability

Rental income increased by £29.8 million to £369.5 million, up 9%,

as a result of higher occupancy, rental growth and the full-year

impact of increased USAF ownership. Like-for-like rental income,

excluding the impact of major refurbishments, acquisitions,

disposals and development completions, increased by 7% during

the year.

Operating expenses increased by 18% in like-for-like properties,

primarily driven by increased utility and staff costs due to the

return to full occupancy throughout the year and increases in bad

debt provisions, property maintenance and costs associated with

commercial units within our buildings. The annualised impact of

our increased USAF share contributed around 2% to the increase

in operating expenses.

This resulted in a 6% increase in net operating income to £256.5 million (2022: £241.0m).

FY 2023 FY 2022 YoY change

£m

Wholly-

owned

Share of

Fund/JV Total

Wholly-

owned

Share of

Fund/JV Total £m %

Rental income

Like-for-like properties 224.7 94.4 319.1 209.0 88.8 297.8 21.3 7%

Non-like-for-like properties 34.1 16.3 50.4 32.8 9.1 41.9 8.5

Total rental income 258.8 110.7 369.5 241.8 97.9 339.7 29.8 9%

Property operating expenses

Like-for-like properties (71.7) (27.8) (99.5) (62.0) (22.2) (84.2) (15.3) 18%

Non-like-for-like properties (8.2) (5.3) (13.5) (10.0) (4.5) (14.5) 1.0

Total property operating expenses (79.9) (33.1) (113.0) (72.0) (26.7) (98.7) (14.3) 14%

Net operating income

Like-for-like properties 152.9 66.6 219.5 146.9 66.7 213.6 5.9 3%

Non-like-for-like properties 26.1 10.9 37.0 22.8 4.6 27.4 9.6

Total net operating income 179.0 77.5 256.5 169.7 71.3 241.0 15.5 6%

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Overheads decreased by £0.8 million, reflecting underlying

cost control. Recurring management fee income from joint

ventures decreased to £16.9 million (2022: £17.4 million),

driven by the annualised impact of our increased ownership

share of USAF, partially offset by increased property valuations

and NOI in USAF. Our EBIT margin increased slightly to 68.0%

(2022: 67.9%), reflecting the offsetting impact of increases in

rental income and operating costs.

We are targeting around a 50–100bps improvement in our

EBIT margin in 2024, driven by rental growth, the impact of

development and asset management, procurement savings

and the enhanced use of technology as we seek to offset

increases in utility and staff costs.

Finance costs reduced to £55.1 million in 2023 (2022: £63.0

million), reflecting lower borrowings following our equity raise

and a reduction in our average cost of debt to 3.2% (2022:

3.4%) following the repayment of more expensive debt. £8.4

million of interest costs were capitalised during the year (2022:

£6.3 million) in relation to our development pipeline.

Development (pre-contract) and other costs increased to

£9.2million (2022: £4.3 million), primarily reflecting accelerated

recognition of share-based payments for Richard Smith.

EPRA NTA growth

EPRA net tangible assets (NTA) per share, our key measure

of NAV, decreased by 1% to 920p at 31 December 2023 (31

December 2022: 927p). EPRA net tangible assets were £4,015

million at 31 December 2023, a £298 million increase from

£3,717 million in the prior year.

FINANCIAL REVIEW continued

The main drivers of the £298 million increase in EPRA NTA

and 7 pence decrease in EPRA NTA per share were our capital

raise, and retained profits, which more than offset the impact

of negative valuation movements on our investment and

development portfolio, losses on disposals and a further

provision for fire safety capex.

IFRS net assets increased by 7% in the year to £4,067 million

(31 December 2022: £3,788 million), principally driven by net

proceeds from the capital raise and retained profits. On a per

share basis, IFRS NAV decreased by 1% to 931p.

£m

Diluted

pence per

EPRA NTA as at 31 December 2022 3,717 927

Investment portfolio 326 75

Yield movement (336) (77)

Net fire safety capex (38) (9)

Development deficit (15) (3)

Disposals and associated

transactioncosts 8 2

Capital raise 295 (4)

Retained profits/other 58 9

EPRA NTA as at 31 December 2023 4,015 920

Property portfolio

The valuation of our property portfolio at 31 December 2023,

including our share of property assets held in USAF and LSAV,

was £5,770 million (31 December 2022: £5,690 million). The

£85 million increase in portfolio value reflects the valuation

movements outlined above, capital expenditure and interest

capitalised on developments.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

FINANCIAL REVIEW continued

Financial Performance continued

Total accounting return

Dividends paid of 33.5p (2022: 26.6p) were the key component

of the 2.9% total accounting return delivered in the year (2022:

8.1%), offsetting the small decrease in EPRA NTA. Our adjusted

EPS yield (measured against opening EPRA NTA) increased

to 4.8% in the year (2022: 4.6%), reflecting the growth in

recurringearnings.

We expect to deliver a total accounting return of 10-12% in

2024 before the impact of any property yield movements.

This reflects our expectation of growing recurring earnings,

continuing rental growth and delivery of our development

andasset management pipeline.

Cash flow and net debt

The business generated £176 million of net cash in 2023

(2022:£134 million) and net debt reduced to £1,571 million

(2022: £1,734 million). The key components of the movement

in net debt were:

• Capital raise gross proceeds of £300 million.

• Operational cash flow of £178 million on a see-through basis.

• Total capital expenditure of £152 million.

• Dividends paid of £117 million.

• A £46 million net outflow for other items.

In 2024, we expect see-through net debt to increase as

planned capital expenditure on investment and development

activity will exceed anticipated property disposals.

Debt financing and liquidity

During the year, borrowing rates for new debt remained

high, as markets adjusted to higher inflation and tightening

of monetary policy by central banks. Encouragingly, funding

conditions have improved over recent months as markets

anticipate the end of the tightening cycle for monetary policy.

Lenders remain supportive of the student accommodation

sector and the Group, providing access to new funding

whenrequired.

We are well protected from significant increases in borrowing

costs through our well-laddered debt maturity profile and

forward hedging of interest rates, but still expect to see our

borrowing costs increase over time as we refinance in-place

debt at higher prevailing market costs.

Summary balance sheet

31 December 2023 31 December 2022

£m

Wholly-

owned

£m

Share of

Fund/JV

£m

Total

£m

Wholly-

owned

£m

Share of

fund/JV

£m

Total

£m

Rental properties

3,728 1,782 5,510 3,624 1,773 5,397

Rental properties (leased) 85 – 85 90 – 90

Properties under development 175 – 175 203 – 203

Total property 3,988 1,782 5,770 3,917 1,773 5,690

Net debt (1,030) (541) (1,571) (1,210) (524) (1,734)

Lease liability (84) – (84) (90) – (90)

Other assets/(liabilities) (49) (51) (100) (95) (56) (151)

EPRA net tangible assets 2,825 1,190 4,015 2,522 1,193 3,715

IFRS NAV 2848 1219 4,067 2,561 1,227 3,788

LTV 28% 31%

1. Rental properties (owned) includes assets classified as held for sale in the IFRS balance sheet.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

We are focused on maintaining a strong and flexible balance

sheet and will continue to use leverage to support our growth

and enhance risk-adjusted returns. In response to a higher

interest rate environment, we have reduced our medium-term

target LTV to c.30% on a built-out basis (previously 30–35%).

We remain committed to active portfolio management through

capital recycling and will continue to target disposals of around

£100–150 million p.a. (Unite share).

Key debt statistics

(Unite share basis)

31 December

2023

31 December

2022

See-through net debt £1,571m £1,734m

LTV 28% 31%

Net debt:EBITDA ratio 6.1 7.3

Interest cover ratio 4.6 3.7

Average debt maturity 3.8 years 4.1 years

Average cost of debt 3.2% 3.4%

Proportion of investment debt

atfixed rate 100% 97%

LTV reduced to 28% at 31 December 2023 (31 December

2022: 31%), primarily driven by our £300 million capital raise

offsetting capital expenditure on our development pipeline

and investment portfolio.

We continue to monitor our interest cover and net debt

to EBITDA ratios. In 2023, interest cover improved to 4.6x

(2022:3.7x) and net debt to EBITDA reduced to 6.1x (2022:

7.3x), reflecting both the improved operational performance

of the business and the impact of lower leverage. We aim to

maintain an ICR ratio of 3.5–4.0x and a net debt to EBITDA

ratio to 6–7x.

Following our capital raise, the Unite Group credit rating

was upgraded to Baa1 (from Baa2) by Moody’s and our BBB

rating was moved to a positive outlook by Standard & Poor’s,

reflecting our lower leverage targets, robust capital position,

cash flows and track record.

FINANCIAL REVIEW continued

Funding activity

As at 31 December 2023, the wholly-owned Group had £579

million of cash and debt headroom (31 December 2022: £397

million), comprising of £29 million of drawn cash balances

and £550 million of undrawn debt (2022: £29 million and £368

million respectively).

During the year, the Group extended the maturity on £450

million of its sustainability-linked revolving credit facility to

March 2027, with the remaining £150 million due to mature in

March 2026. In February 2024 we increased our revolving debt

capacity by £150 million to a total of £750 million and added

a further £150 million term loan. Both new facilities are on

similar terms to our existing RCF and mature in 2027. The new

loans increase investment capacity and provide flexibility to

capitalise on growth opportunities.

We are progressing several funding options to refinance the

£300 million Liberty Living bond, which matures in November

2024, including via debt capital markets and bank lending.

The refinancing is fully pre-hedged and subject to market

conditions we expect an all-in interest rate of around 4.5% on

the replacement facility.

In January 2023, LSAV repaid the £100 million term loan from

Legal & General as it matured using available cash in LSAV.

During the year, USAF entered into a new £400 million loan for

a term of seven years with Legal & General, using the proceeds

to pay down the bond maturing in June 2023. USAF has also

agreed terms for a new £150 million secured loan to refinance

its existing £150 million revolving credit facility.

Interest rate hedging arrangements and cost of debt

Our average cost of debt decreased to 3.2% (31 December

2022: 3.4%) following repayment of more expensive revolving

debt after the capital raise. At the year end, 100% of the

Group’s debt was subject to fixed or capped interest rates

(31December 2022: 97%), providing protection against future

changes in interest rates. Based on our hedging position,

forecast drawings, planned refinancing and market interest

rates, we currently expect an average cost of debt of 3.6% for

FY2024 and 4.3% for FY2025. Reflecting an increased level of

development activity, we expect a corresponding increase

in capitalised interest in 2024 to around £15 million (2023:

£8million).

Our average debt maturity is 3.8 years (31 December 2022:

4.1years) and we will continue to proactively manage our debt

maturity profile and diversify our lending base. In addition, the

Group has £300 million of forward starting interest rate swaps

at rates meaningfully below prevailing market levels with a

weighted average maturity of 7.7 years.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Financial Performance continued

Dividend

We are proposing a final dividend payment of 23.6p per share

(2022: 21.7p), making 35.4p for the full year (2022: 32.7p) and

representing a 8% increase compared to 2022. This represents

a payout ratio of 80% of adjusted EPS. The final dividend will

be fully paid as a Property Income Distribution (PID) of 23.6p,

which we expect to fully satisfy our PID requirement for the

2023 financial year.

Subject to approval at Unite Student’s Annual General Meeting

on 16 May 2024, the dividend will be paid in either cash or

new ordinary shares (a ‘scrip dividend alternative’) on 24 May

2024 to shareholders on the register at close of business on

19April2024. The last date for receipt of scrip elections will

be2 May 2024.

During 2023, scrip elections were received for 25.0% and 1.2%

of shares in issue for the 2022 final dividend and 2023 interim

dividend respectively. Further details of the scrip scheme, the

terms and conditions and the process for election to the scrip

scheme are available on the Company’s website.

FINANCIAL REVIEW continued

The Directors intend to propose an ‘Enhanced Scrip Dividend

alternative’ at the 2024 Annual General Meeting. In offering

the enhanced scrip dividend, the Directors’ aim to encourage

greater participation in the scrip scheme, and to retain additional

capital in the business for investment in asset management

and new development. The enhanced scheme would allow

the scrip reference price to be set at a discount of up to 5% to

the prevailing share price. If the shares are trading below 31

December 2023 NTA of 920p, the scrip will not be enhanced

(i.e. 0% discount). The Company will engage with shareholders

to gather feedback on the proposal and further detail will be

provided in the notice of AGM.

We plan to distribute 80% of adjusted EPS as dividends for the

2024 financial year.

Tax and REIT status

The Group holds REIT status and is exempt from tax on its

property business. During the year, we recognised a corporation

tax charge of £1.2 million (2022: £0.7 million charge).

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Morriss House, Nottingham

Funds and joint ventures

The table below summarises the key financials at 31 December 2023 for our co-investment vehicles.

Property

assets

£m

Net debt

£m

Other

liabilities

£m

Net assets

£m

Unite share

of NTA

£m

Total

return Maturity

Unite

USAF 2,941 (800) (80) 2,061 580 5.1% Infinite 28%

LSAV 1,910 (631) (60) 1,219 610 (1.9)% 2032 50%

FINANCIAL REVIEW continued

Property valuations increased by 3.6% for USAF and were

unchanged in LSAV over the year, on a like-for-like basis,

reflecting positive rental growth offset by the negative

impactof rising propertyyields.

During the year, a £20 million (Unite share: £10 million)

payment from LSAV to the wholly-owned Group crystallised

due to the increase in value of a London asset sold to LSAV

in2021 which achieved a performance target agreed at the

time of sale.

USAF is a high-quality, large-scale portfolio of 28,000 beds in

leading university cities. The fund has positive future prospects

through rental growth and investment opportunities in asset

management initiatives in its existing portfolio. USAF, in line

with other non-listed property funds, has received redemption

requests which will be met from planned and future disposals

to provide liquidity to its unit holders.

Fees

During the year, the Group recognised net fees of £16.9

million from its fund and asset management activities

(2022:£17.4million). The decrease in fee income is due to

thefull-year impact of the Group’s increased USAF ownership,

following the purchase of additional units in mid-2022.

2023

£m

2022

£m

USAF asset management fee 12.1 12.6

LSAV asset and property

management fee 4.8 4.8

Total fees 16.9 17.4

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

SUSTAINABILITY

This chapter sets out an

overview of sustainability

andour mandatory reporting.

A more detailed account

of our 2023 sustainability

achievements are

captured in our separate

Sustainability Report.

BEING A

RESPONSIBLE

AND RESILIENT

BUSINESS

Operating sustainably is crucial to the long-term success

of our business, which is why being a responsible and

resilient business is one of our three strategic objectives.

Tohelp us fulfil our ambition to lead the living sector on

sustainability, our Sustainability Strategy and targets

focus on creating positive environmental andsocial

impact where it matters most.

Employees

Our ambition: An equitable,

inclusive and safe workplace

that provides rewarding and

fulfillingcareers.

Employee engagement

increased from 65 in

2022 to

Number of training events

in 2023

70 35,924

Local

communities

Our ambition: Create real

social value that meets local

communityneeds.

Community impact projects

received Silver and Gold

Positive Impact Awards

Proportion of employees

who volunteered in 2023

29 22%

Find out more about The Academy

which provides employees with

a wide range of opportunities

tobuildskills.

Find out more about how we are

making a difference through

the Streets of Growth project

atHayloftPoint.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

SUSTAINABILITY continued

“We aspire to lead the living

sector on sustainability and have

set ambitious targets for our

environmental and social impact,

including reaching net zero carbon

by 2030. Weare committed to

having apositive impact on

peopleand the communities

inwhich we operate.”

Dame Shirley Pearce

Chair of the Sustainability Committee

Students and

young people

Our ambition: A leader on student

inclusion, wellbeing and success.

Number of new Unite

Foundation scholars

Customer NPS score

improved from +38

in2022 to

106 +42

The environment

Our ambition: Minimise our

impact on the environment and

create sustainable buildings.

Investment in energy

efficiency across

existingestate

Proportion of estate

(byfloor area) with

A–Crated EPC

£8.2m 99%

Find out more about a Commission set

up to progress further our ground-

breaking research LivingBlack

atUniversity.

Find out more about how our

strategyworks in action

by reading about our new

Nottinghamdevelopment.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

SUSTAINABILITY continued

Sustainability at UniteStudents

Being a responsible and resilient business is one of our three

strategic objectives. Our ambition to lead the living sector on

sustainability reflects the importance we place on this.

To keep us focused on the most important areas, we

undertook our first sustainability materiality assessment

in2020. This identified the themes and issues that are

most important to our stakeholders including students,

universities,employees, investors, local and national

government, and our supply chain.

Since then, we’ve continually re-evaluated these priorities

through ongoing dialogue and engagement, to ensure they

remain relevant. This enables us to continue to focus on the

most important sustainability topics. The graphic below shows

these themes, which form the foundation of Sustainability

Framework that aims to create a positive impact across four

key areas, shown on the page opposite.

Our most significant sustainability related themes and issues:

Providing

opportunities

for people

to grow and

develop

Diversity,

equity,

inclusion and

belonging

Supporting

the wellbeing

of our

employees

and students

Health

andsafety

Creating

sustainable

buildings

Playing an

active role in

communities

Transparency

and disclosure

Governance

andintegrity

Climate

change and

transitioning

to net zero

carbon

Reducing

resource

consumption

CASE STUDY

Thought leaders for the HE sector

Our Living Black at University Commission Report,

launched in 2023, details how to put findings on Black

students’ living experience into practice. The original

research report, published in 2022, included 10

recommendations to make PBSA a more welcoming

place for black students. The commission – spanning

Higher Education membership organisations, regulators,

relevant charities and universities working on relevant

projects – then met every two months during 2023 to

discuss these and commit to actions. The report groups

the recommendations into four themed chapters: arrival

and integration; mental health; staffing; and complaints

anddata.

Our report on neurodiversity and student experience

published in 2023 showed more than 14 per cent of the

then current university applicants reported having ADHD

and/or being on the autism spectrum. The report, An

asset not a problem: Meeting the needs of neurodivergent

students, is based on a survey of more than 2,000

university applicants across the UK, as well as a focus

group with neurodivergent students currently studying

at the University of Bristol. It was created to help ensure

neurodiverse students are getting the support they need

while at university.

We also partnered with UCAS, alongside Knight Frank, on a

national debate around UCAS’ projection that there could

be up to a million Higher Education applicants in a single

year by 2030. UCAS invited 50 key thinkers from across

theUK to give their view on tackling the challenges.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Employees

Our ambition: An equitable,

inclusive and safe workplace

that provides rewarding and

fulfillingcareers.

•

People strategy and HR policies making us a great

place to work.

•

Support employees to fulfil their potential via The

Academy, Grow Beyond leadership development,

and Early Careers programmes.

•

Empower employee voice through our Culture

Mattersforum.

•

Creating an equitable and inclusive environment

withour DEIB&W strategy.

Students and

young people

Our ambition: A leader on student

inclusion, wellbeing and success.

•

Shape policy and thinking on inclusion and

participation in Higher Education through research,

engagement and through leadership.

•

Support students in the transition into Higher

Education and independent living.

•

Support student customers’ wellbeing and mental health

while living with us via our Support to Stay programme.

•

Maintaining our commitment to care leavers through

the UniteFoundation.

Our approach: Doing what’s right

Our goal is to lead on sustainability and raise standards in the living sector. Our governance and processes ensure

thatworking responsibly and sustainably isn’t optional – that we always operate with integrity and transparency.

The United Nations Sustainable Development Goals (UN SDGs) (see more details at https://sdgs.un.org/goals) set out the most

important sustainability topics globally, and provide a framework to help focus attention and action where it is most needed.

Oursustainability framework is specifically aligned with nine of the 17 UN SDGs where we are best-positioned to support the

goals and underlying targets, as indicated by the SDG icons on the graphic above.

Local

communities

Our ambition: Create real

social value that meets local

communityneeds.

•

Meeting local community needs via long-term

community partnerships in our buildings.

•

Giving back to local community through

Positive Impact Community Projects and

Volunteeringprogrammes.

•

Supporting important charities nationally,

locallyand through our charity match scheme.

The environment

Our ambition: Minimise our impact

on the environment and create

sustainable buildings.

•

Playing our part to help tackle climate change via

ournet zero carbon targets and pathway.

•

Targeting ambitious reductions in energy and

wateruse.

•

Reducing resource consumption and supply

chainimpacts.

•

Designing sustainable buildings that support

buildingusers’ wellbeing.

CREATING A POSITIVE IMPACT

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

SUSTAINABILITY continued

Sustainability targets andkey progress in2023

The table below summarises our key targets and commitments across these four areas.

Our ambition:

Making a positive impact

for employees

Making a positive impact

for local communities

Making a positive impact

forstudents and young people

Making a positive impact

forthe environment

Our

targets and

commitments

• 40% women in senior

leadership by end

of2025.

• 65% of leadership and

management population

hired internally.

• Employee engagement

score of 75 or higher.

• Zero reportable

accidents and incidents.

• Maintain Real Living

Wage accreditation.

• 10% ethnic minority

representation in

management and

senior leadership by

end of 2025.

• Operations: reduce

voluntary turnover to

35% by end of 2024.

• Support (incl. Property):

reduce voluntary

turnover to 15% by

endof 2024.

• 1% of annual adjusted

profits on social

investment.

• All teams achieve

Bronze award or

higher in our Positive

Impact sustainability

engagement programme

(bonus metric for

allemployees).

• 15% of all employees

participate in

volunteering in 2023.

• Maintain support to

Unite Foundation.

• 100% of properties

to have Resident

Ambassadors.

• Customer Satisfaction

(NPS) of +40 in 2023.

• Higher Education Trust

score (NPS) of +13 in

2023.

• Overarching target to be net

zero carbon by 2030 as set

out in our Net Zero Carbon

Pathway document.

• 56% cut in absolute Scope

1+2 market-based emissions

by 2030 vs. 2019 base year

(tonnes CO

e) in line with

SBTi validated carbontarget.

• 28% reduction in operational

energy intensity by 2030 vs.

2019 base year (kWh/m²) in

line withCRREM.

• 100% renewable electricity

by 2030 in line with our

RE100commitment.

• 35kWh/m² of operational

energy consumption for

new developments by

2023 in line with RIBA 2030

climatechallenge.

• Net zero carbon by 2030:

625kgCO

e/m² of embodied

carbon for new developments

by 2030 in line with RIBA 2030

climate challenge.

• All new builds target EPC A

and BREEAM Excellent rating.

Key progress

in 2023

• Maintained our

commitment to the

RealLiving Wage.

• Improved employee

engagement from 65 in

2022 to 70 in 2023.

• 73% of leadership and

management population

hired internally.

• 28% of women in

seniorleadership.

• Over 35,900 training

events delivered

through The

Academyin 2023.

• Operations: Voluntary

turnover of 32% in 2023.

• Support (incl. Property):

Voluntary turnover of

15% in 2023.

• 33 new community

impact projects started

in 2023 by our teams

across the country

aiming to achieve

lasting local positive

socialimpact.

• 22% of all employees

participating

involunteering

during2023.

• 20 Silver and 9 Gold

Positive Impact Awards.

• Following the Living Black

at University Conference,

the Commission

published a milestone

report including key

recommendations for

accommodation providers.

• Published guidance

to wider HE sector on

meeting the needs of

neurodivergent students,

co-created with students

at theUniversity of Bristol.

• 106 accommodation

scholarships awarded

through the Unite

Foundation.

• Customer Satisfaction

(NPS) of +42 in 2023.

• Higher Education Trust

score (NPS) of +32

in2023.

• Invested £8.2m in energy

efficiency across existing

estate, potentially delivering

a 1.5% reduction in annual

energy use vs. 2019.

• Launched new Sustainable

Construction Framework,

another key step on our

route to Net Zero Carbon.

• Launched new Supplier Code

of Conduct and sustainable

procurement policy.

• 99.7% of floor area EPC A–C

rated by end of 2023, up

from 80.5% in 2022.

• Achieved design stage

new build operational

energy consumption of

70kWh/m² and embodied

carbon of 801kgCO

em² at

MorrissHouse.

More details including KPIs, achievements

and progress made in 2023 can be found in

our Sustainability Report.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

SUSTAINABILITY continued

Non-financial and sustainability

informationstatement

The table below summarises how we comply with non-financial and sustainability performance reporting requirements in line

with The Companies Act 2006, and Climate-related Financial Disclosure Regulations 2022. Relevant policies and statements are

available online at www.unitegroup.com.

Description of the

business model:

Details of who we are, how we operate and the value we create can be found on page 2 onwards.

Employee Our Diversity, Equity, Inclusion, Belonging and Wellbeing strategy is focused on providing opportunities for

all, see page 111 and at https://www.unitegroup.com/sustainability/diversity-and-inclusion.

The Academy provides learning opportunities to enhance knowledge, skills and development, see

https://www.unitegroup.com/sustainability.

Our employee engagement forum, Culture Matters, puts the employee voice front and centre, so employees

have a direct channel to senior management, allowing them to help shape business strategy and policy, see

page 94.

Our Whistleblowing Policy enables employees to raise a concern in confidence, see page 95 or

https://www.unitegroup.com/wp-content/uploads/2021/04/Whistleblowing-Policy-1.pdf.

Gender diversity and pay gaps across Unite Group. Our full Gender Pay Gap Report for FY22/23 can be found

on our website https://gender-pay-gap.service.gov.uk/Employer/KDcxuKgHp63. Further details on gender

split during 2023 are also available on page 54.

Our Board Diversity Policy seeks to enhance the overall diversity of the Board and ensures an appropriate

and diverse mix of skills, experience and knowledge, see page 111.

Anti-corruption

andbribery

Our Anti-Bribery Policy confirms our zero-tolerance approach to bribery and corruption and outlines

employee responsibilities. Read our policy at https://www.unitegroup.com/sustainability/policies-

documentation?report=5. Our Gifts and Hospitality Policy sets out the rules for accepting gifts and

hospitality. Our Code of Ethics ensures employees adhere to the highest business and personal ethics.

Our policies All of our public policies are available on our website, https://www.unitegroup.com/sustainability/

policies-documentation.

Modern slavery and

human rights

We operate a zero-tolerance approach to slavery to ensure it does not occur anywhere within our business

or supply chain. We carry out due diligence on all third parties we work with. Read our Modern Slavery

statement and Code of Ethics, see https://www.unitegroup.com/wp-content/uploads/2022/07/Unite-

Group-plc-Modern-Slavery-Statement-FY-ending-2022.pdf, and our Supplier Code of Conduct https://

www.unitegroup.com/our-suppliers sets out the highest standards of business and personal ethics.

Policy, due diligence

and outcomes

We carry out regular reviews of our policies to ensure we continue to identify key risks and management and

carry out appropriate due diligence. The policies included in this non-financial information statement contain

further details (as cross-referenced herein) of the policy and policy outcomes, including the following:

Risk management detailing our risk management framework and risk review process from page 67.

Principal risks and uncertainties considering both internal and external risks, the potential impact and details

of risk mitigation in place, on page 76.

Viability statement considering the viability of Unite Group for the next three-year period on page 71.

Audit & Risk Committee Report on page 114.

Sustainability Committee Report on page 120.

Unite Group Health & Safety Committee Report page 123 and Health and Safety Policy (and https://www.

unitegroup.com/sustainability/policies-documentation) which details Unite Group’s commitment to the

health and safety of our employees, students and visitors to our sites.

Non-financial KPIs relevant to the Company’s business on page 31 and https://www.unitegroup.com/sustainability.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Social matters Our Resident Ambassador programme provides peer-to-peer support for students, see https://www.

unitegroup.com/sustainability.

Our Positive Impact programme encourages our people and teams to work with local stakeholders on

community impact initiatives, see https://www.unitegroup.com/sustainability.

Market overview focusing on demographic trends, see from page 26.

The Unite Group is the principal supporter of the Unite Foundation, the only charity that provides a home at

university for estranged and care-experienced students – see https://thisisusatuni.org/ and https://www.

unitegroup.com/sustainability.

Support to Stay, our innovative student support framework designed to align with universities’ processes

forsupporting student mental health and widerwellbeing, see https://www.unitegroup.com/sustainability.

Health & Safety Our Health and Safety strategy keeping people safe and secure across our operational buildings and new

development sites, see page 123.

Environmental

matters

Our Sustainability Strategy sets out clear objectives and our progress in respect of environmental, social and

governance matters, see pages 50 and see https://www.unitegroup.com/sustainability.

TCFD and CFD page 58.

Our Net Zero Carbon Pathway sets out our pledge to be net zero carbon by 2030, see https://www.

unitegroup.com/sustainability/our-net-zero-pathway.

Energy and carbon. Full details in line with the Streamlined Energy & Carbon Reporting requirements,

seepage56.

Wider environmental impact details of other environmental performance metrics, targets and activity, see

https://www.unitegroup.com/sustainability.

Our Sustainable Construction Framework sets out our approach to the sustainable design and construction

of new purpose-built student accommodation, refurbishment and retrofits. It will also inform how we procure

new net zero developments, see https://www.unitegroup.com/wp-content/uploads/2023/12/Unite-

Students-Sustainable-Construction-Framework.pdf.

EPRA sBPR Further environmental, social and governance performance is also reported in line with the EPRA sBPR

guidelines in our stand-alone Sustainability Report, see https://www.unitegroup.com/sustainability.

Non-financial and sustainability

informationstatement continued

SUSTAINABILITY continued

Gender split

For more information on gender split, see our separate Sustainability Report – https://www.unitegroup.com/sustainability.

Male Male % Female Female % Total

Board 6 60% 4 40% 10

Management 23 72% 9 28% 32

All other employees 1,052 54.3% 887 45.7% 1,939

Total 1,075 54.5% 896 45.5% 1,971

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

SUSTAINABILITY continued

Sustainability reporting

We have aligned with the European Public Real Estate Association

Sustainability Best Practice Reporting Guidelines (EPRA sBPR),

earning a Silver EPRA sBPR award in 2023 for our 2022 reporting.

A summary of our EPRA sBPR aligned reporting is included in our

stand-alone Sustainability Report. Our reporting on energy and

carbon also meets the UK Government Streamlined Energy and

Carbon Reporting (SECR) requirements (see page 56), and follows

the Green House Gas Protocol Corporate Reporting Standard.

A full disclosure in line with TCFD and CFD is also included, see

page58.

Energy consumption and Scope 1+2 greenhouse gas

emissions have been externally verified by SGS in line with

the requirements of ISO 14064-3:2019. Environmental

performance data is also undergoing external assurance by SGS

to a reasonable level of assurance in line with requirements

of ISAE 3000 (Revised): Assurance Engagements Other than

Audits or Reviews of Historical Financial Information, although

this was still underway at time of publication. Further details

of energyand GHG emissions are included in our SECR

reportingand inour stand-alone Sustainability Report and the

relevant opinion statements can be viewed on our website

https://www.unitegroup.com/sustainability.

In addition, we also proactively disclose wider sustainability

data to leading ESG programmes including the Global Real

Estate Sustainability Benchmark (GRESB) and CDP. 2023 saw

our GRESB score improve to 86 with a four-star rating, and our

CDP rating improve from B to A-, reflecting progress made in

our management of climate-related risks and issues. Our Full

GRESB and CDP scorecards can be accessed on our website

https://www.unitegroup.com/sustainability. We also achieved

various ESG ratings and listings as shown below.

We are tracking emerging reporting requirements including

the International Financial Reporting Standards Board

Sustainability Disclosure Standards 1+2 (IFRS S1 and S2), the

UK Government’s Sustainability Disclosure Requirements and

the Transition Planning Taskforce guidelines to ensure we are

able to meet their requirements in good order. Unite Group is

outside of the scope of the EU CSRD reporting requirements.

More details can be found in our

Sustainability Report.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

SUSTAINABILITY continued

Streamlined energy and carbon reporting

This section summarises energy consumption and greenhouse gas (GHG) emissions in line with the Companies Act 2006

(Strategic Report and Directors’ Reports) Regulations 2013 and the Companies (Directors’ Report) and Limited Liability

Partnerships (Energy and Carbon Report) Regulations 2018, and in accordance with the Streamlined Energy and Carbon

Reporting (SECR). Reporting periods are January to December. We also disclose data to CDP and GRESB (Global Real

Estate Sustainability Benchmark). More comprehensive data can be found in our stand-alone Sustainability Report,

andour Net Zero Carbon Pathway which sets out our 2030 net zero carbon ambition and targets.

Energy consumption

The table below summarises energy consumption.

Energy consumption Units

2019

base year 2021 2022 2023

Change from

2022–2023

Electricity absolute consumption kWh 167,593,224 149,211,285 150,944,907 149,704,305 -0.8%

Natural gas absolute consumption kWh 57,414,070 59,170,049 58,816,746 56,121,430 -4.6%

District heat absolute consumption kWh 11,775,682 12,312,277 11,672,055 12,090,049 3.6%

Total energy absolute consumption kWh 236,782,976 220,693,611 221,433,708 217,915,784 -1.6%

Total energy intensity

kWh/bed 3,233.0 2,970.2 3,059.0 3,100.8 1.4%

kWh/m

122.6 113.4 115.6 111.9 -3.2%

Electricity from renewable sources % 61.1% 99.9% 99.9% 99.9% –

Energy data reported is predominantly half-hourly meter data (94.7% and 91.7% respectively for electricity and gas), with the

remainder being billing data (4.6% and 6.8%) and a small number of estimates (0.8% and 1.5%) where neither meter or billing

data is yet available, in which case the previous year’s data for that site and month is used. District heating data is 52.7% billing

with 47.3% estimates. Note that values reported in MWh above can be converted to kWh by multiplying by 1,000.

Greenhouse gas emissions

The table below summarise absolute GHG emissions for the last three years.

Absolute GHG emissions Units

2019

base year 2021 2022 2023

Change from

2022–2023

Scope 1 Tonnes CO

e 10,669 11,009 10,905 10,410 -4.5%

Scope 2

Location-based Tonnes CO

e 44,910 33,784 31,204 33,172 6.3%

Market-based Tonnes CO

e 18,833 2,170 2,052 2,218 8.1%

Scope 1+2

Location-based Tonnes CO

e 55,579 44,793 42,110 43,582 3.5%

Market-based Tonnes CO

e 29,502 13,178 12,958 12,628 -2.5%

Scope 3 Tonnes CO

e 148,279 65,778 98,475 84,876 -13.8%

Bed numbers

(pro rata for sites only open part of year) 73,240 74,303 72,387 70,277 -2.9%

Floor area

(pro rata for sites only open part of year) m

1,931,148 1,945,560 1,915,339 1,947,292 1.7%

The table below summarises building-related GHG emissions intensity per m

(gross internal floor area) and per lettable-bed

regardless of occupancy.

GHG emissions intensity Units

2019

base year 2021 2022 2023

Change from

2022–2023

Scope 1+2

by floor area

Location-based kgCO

e/m

28.8 23.0 22.0 22.4 1.8%

Market-based kgCO

e/m

15.3 6.8 6.8 6.5 4.1%

Scope 1+2

by bed numbers

Location-based kgCO

e/bed 758.9 602.8 581.7 620.1 6.6%

Market-based kgCO

e/bed 402.8 177.4 179.0 179.7 0.4%

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

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CRREM 1.5°C energy pathway (v1.093)

Unite energy intensity (including Liberty in 2019 base year)

Unite Students energy intensity vs. CRREM pathways

2019 20302023 2024 2025 2026 2027 2028 2029202220212020

160

120

140

100

kWh/m

/year

CRREM 1.5°C energy pathway (v2.01)

SUSTAINABILITY continued

Absolute energy consumption fell by 1.6% compared to 2022,

but stripping out the impact of portfolio change reveals that

like-for-like consumption actually increased by 1%. Looking at

this in detail, like-for-like district heating consumption rose by

3.6% reflecting increased heating demand driven by slightly

cooler weather in 2023 compared to 2022 (which was the

UK’s warmest year on record). Like-for-like gas consumption

fell by 3.6% as a result of the replacement of gas boilers

with air source heat pumps throughout 2022 and 2023, in

turn contributing to a 2.6% increase in like-for-like electricity

consumption along with increased heating demand on sites

heated by electric panel heaters. This increase in heating

demand was partly offset by the impact of energy efficiency

capital projects deployed through 2022 and 2023 including

LED lighting, solar PV and improved heating controls, but

was significant enough to drive an overall increase. There are

also indications that changing customer behaviour and usage

patterns contributed to this increased energy use.

Scope 1 emissions fell by 4.5% reflecting reduced gas

consumption compared to 2022 as described above, but both

market-based and location-based Scope 2 emissions rose as

a result of increased electricity consumption, and there was a

small increase in UK national average grid emissions intensity.

Absolute Scope 3 emissions fell by 13.8% reflecting only one

new build opening in 2023 compared to two in 2022, as well

asa reduction achieved in embodied carbon of that new build.

Performance against targets

Our 2030 net zero carbon target requires us to achieve a 20.4%

reduction in market-based Scope 1+2 absolute emissions in

2023 vs. 2019 base year. Our 2023 market-based Scope 1+2

emissions of 12,645 tonnesCO

e (a 57.2% reduction vs. 2019)

puts us ahead of target.

Our 2030 energy reduction target requires us to achieve a

28%reduction in energy intensity by 2030 vs. 2019 base year

(atarget energy intensity of 80.9kWh/m

), with an interim

target of 101.3kWh/m

in 2023. 2023 performance is slightly

behind this, at 111.9kWh/m

, partly due to a slight reduction in

capital in 2023 as a result of challenging operating conditions,

but also partly due to increased heating demand in 2023 and

apparent changes to customer behaviour and usage patterns

driving up energy consumption. The chart opposite shows

energy intensity vs. our current CRREM-based target and the

recently updated new CRREM v2 pathway. Additional capital

spend is planned for 2024 and beyond to get back on track

with our CRREM-based energy targets. Our 2030 renewable

energy target is to purchase 100% renewable electricity in line

with RE100 requirements. 2023 performance is on target at

99.9%, with 29% of electricity purchased via a corporate PPA

and the remainder matched tounbundled REGO certificates.

Calculation methodology

GHG emissions are calculated in accordance with HM

Government’s Environmental Reporting Guidelines: including

streamlined energy and carbon reporting March 2019 and

the GHG Protocol’s A Corporate Accounting and Reporting

Standard including recent updates on Scope 2 reporting.

Therelevant emissions factors from the UK Government

emission conversion factors for greenhouse gas company

reporting (2023 data set) have been used to convert data from

sources including utilities meters, business travel mileage,

and water consumption into CO

e. Location-based Scope 2

emissions are calculated using the UK national average grid

emissions factor, whilst market-based Scope 2 emissions are

calculated on an emissions factor of zero for all electricity

purchased under our Unite Group supply contract which is

100% REGO backed, with 5MW also purchased via a corporate

PPA directly from a wind farm in Scotland.

Further details of what emissions sources have been included

in each Scope of emissions and of how relevant categories of

Scope 3 emissions have been calculated, are set out in our

stand-alone Sustainability Report.

Reporting boundaries

We report full energy consumption and corresponding GHG

emissions for all properties under operational control of

Unite Students, including properties owned outright by

UniteGroupplc entities and by JVs regardless of equity share.

All these assets are located in the UK and constitute 100% of

Unite Group’s global energy use and GHG emissions. Neither

energy consumption nor GHG emission data have been

normalised or adjusted for any factors such as occupancy or

weather. Our student customers pay a single all-inclusive bill,

and are not recharged for the energy, heat or hot water they

consume. This means that all energy used in both landlord

areas and student flats contributes directly towards our Scope

1+2 GHG emissions, rather than falling into Scope 3 emissions.

Consequently our most significant source of Scope 3 emissions

is the embodied carbon of new developments.

Independent verification

Energy consumption and Scope 1+2 greenhouse gas emissions

have been externally verified by SGS in line with the requirements

of ISO 14064-3:2019. Environmental performance data is also

undergoing external assurance by SGS to a reasonable level

of assurance in line with requirements of ISAE 3000 (Revised):

Assurance Engagements Other than Audits or Reviews of

Historical Financial Information, although this was still underway

at time of publication. Relevant opinion statements can be

viewed on our website. Due to data availability, a portion of

Scope 3 emissions have been verified to alimited level of Limited

Assurance. Details are set out in our stand-alone Sustainability

Report, and third-party opinion statements are available on

ourwebsite.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CLIMATE-RELATED FINANCIAL DISCLOSURES

There are a number of material environmental, social and governance (ESG) risks associated with the sustainability-related

themes and topics we have identified as materially significant for us, which are tracked and managed in accordance with

our overall risk management framework on page 70, with two overarching ESG risks listed on Principal Risk tracker (page

720. In line with the Task Force on Climate-related Financial Disclosure (TCFD) and recent UK Climate-related Financial

Disclosure (CFD) Regulations, a more comprehensive disclosure on climate-related risk is included below.

As part of our continuing response to climate risks and

opportunities, this year we published our Sustainable

Construction Framework and adopted a shadow carbon

price for new developments to continue our progress in

decarbonising our development pipeline.

We have complied with the requirements of LR 9.8.6R by

including climate-related financial disclosures consistent with

the TCFD recommendations, recommended disclosures, 2021

implementation guidance, and supplemental disclosures for

non-financial groups in this section and other parts of this Annual

Report where cross-referenced. In order to reduce repetition,

details of our plan and targets for transitioning to net zero carbon

as part of TCFD Strategy (b) recommended disclosures are set

out in our separate Net Zero Carbon Pathway and have not been

duplicated here within. Additionally, this disclosure complies with

the requirements of the Climate-related Financial Disclosures

(CFD) under the Companies Act.

We undertook a comprehensive materiality assessment of

sustainability topics and issues in 2020 and have continued to

engage with key stakeholders to ensure we stay focused on the

most important issues, and report on them in line with their

views and our own commitments. During 2023, we discussed

sustainability in meetings with investors, to update them on

the Unite Group’s climate performance and priorities and hear

their views on our Sustainability Strategy and performance,

particularly regarding our commitments on climate change.

TCFD Compliance Statement

Unite Group has reported on climate-related financial

disclosures consistent with HM Treasury’s TCFD-aligned

disclosure application guidance which interprets and adapts

the framework for the UK public sector. We have complied

withall TCFD recommendations including Governance,

Strategy, Risk Management and Targets and Metrics, in

line with the central government’s TCFD-aligned disclosure

implementation timetable. We plan to continue improving our

management and disclosure of climate-related risks in future

in line with the central government implementationtimetable.

TCFD disclosure

The Board recognises the scale of the challenge posed by

climate change, its potential impact on Unite Group’s activities

and the urgent need to take mitigating action. With the built

environment accounting for c.40% of global greenhouse gas

emissions, we also recognise our responsibility to do what

we can to minimise our carbon footprint and encourage our

customers to do the same. We have set out a detailed pathway

to achieve net zero carbon by 2030. We are committed to

improving the energy efficiency of our buildings and helping our

customers adopt sustainable living habits which will stay with

them for life. This is a goal shared by our investors, customers,

suppliers and people. As part of our Sustainability Strategy we

have set carbon reduction targets which have been validated

as 1.5°C, aligned by the Science Based Targets initiative (SBTi),

an operational energy efficiency target aligned with the CRREM

1.5°C UK Multi-family Residential trajectory, and have committed

under the RE100 initiative to source 100% of our electricity from

renewable sources by 2030.

More details on these and all other aspects of

how we will transition to net zero are outlined

in our Net Zero Carbon Pathway document.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CLIMATE-RELATED FINANCIAL DISCLOSURES continued

The Board also considers feedback on our ambition and

performance from investors, students, universities, employees

and local communities, to ensure we remain focused on the

most material issues. This ongoing process of stakeholder

engagement, feedback, and materiality assessment directly

informs the ongoing development and implementation of our

Sustainability Strategy and progress on page 66.

Governance

Our Chief Executive has overall responsibility for our climate-

related risks and opportunities with ongoing oversight of climate-

related issues delegated to the Sustainability Committee, a

sub-Committee of the Board. Our Sustainability Committee meets

four times per year to maintain Board oversight of environmental,

social and governance issues, and hold the business to account

for performance in this area, including the management of

climate-related risk. Climate risk and performance, including

our plans for achieving and progress towards our 2030 net zero

carbon target, are reviewed by the Committee. Further details

of the Committee’s activity during the year are set out in the

Sustainability Committee Report on page 120. The Board also

undertakes a twice-yearly formal risk review (see page 67), which

includes climate-related risks.

Committed to sourcing

electricity from

renewablesources

100%

Net zero carbon by

2030

Relevant climate-related risks and opportunities are considered

during business planning, proposals and investment cases

prepared for submission to the Management Board (the Property

Leadership Team and Customer Leadership Team), the Executive

Committee and the Sustainability Committee, ensuring both

management and the Board have visibility over climate-related

risks and opportunities, and can consider them in planning and

decision-making. Full responsibilities for managing climate-

related risks are set out on page 60.

Our performance against the annual budget for sustainability

investments is reported as a stand-alone spend category,

showing detailed performance against budgeted levels on a

monthly basis.

The Remuneration Committee sets performance objectives

linked to all employees’ bonuses and incentive schemes, with a

number of climate and sustainability metrics including GRESB

rating, energy intensity, EPC ratings and our employee Positive

Impact scheme contributing to overall remuneration. Details of

the Executive Director bonus and LTIP components, including

the weighting and targets can be found in the Remuneration

Committee report on page 127. Performance against the 2023

bonus targets, is also in this section.

Members of the Sustainability Committee are informed of best

practice, market expectations, and given climate-related updates

by internal and external specialists and expert advisers, including

investors and supply chain partners. Board members gain further

experience of climate-related risks and opportunities through

their work with other businesses.

We undertook a comprehensive

materiality assessment of

sustainability topics and issues

in2020 and have continued to

engage with key stakeholders to

ensure we stay focused on the

mostimportant issues, and report

on them in line with their views

andour own commitments.

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CLIMATE-RELATED FINANCIAL DISCLOSURES continued

UNITE GROUP PLC BOARD

• Ultimate responsibility for setting Unite Group strategy, prioritisation of activities and capital allocation.

• Provides challenge to management on target setting and performance.

• Ensures Unite Group maintains an effective risk management framework, including climate-related risks and opportunities.

CHIEF EXECUTIVE AND EXECUTIVE COMMITTEE

The Chief Executive is ultimately responsible for managing climate risk, realising climate opportunities and implementing the

Sustainability Strategy with support from the Executive Committee. The Executive Committee reviews the annual business

plan, and long-term Strategic Plan for Unite Group, which covers all aspects of performance including climate risks and

opportunities, ahead of recommending it to the Board. On a monthly basis, the Executive Committee reviews actual and

forecast performance, including climate-related performance as appropriate, taking action to improve wherever necessary,

and reports this progress to the Board.

The Board delegates specific climate matters to its Committees:

SUSTAINABILITY COMMITTEE REMUNERATION COMMITTEE AUDIT AND RISK COMMITTEE

• Four meetings in 2023.

• Oversees development and

implementation of our Sustainability

Strategy and recommends any

changes to the Board.

• Reports progress to the Board

quarterly with input from across

theGroup.

• Chaired by Dame Shirley Pearce with

two Non-Executive Director members.

• Attended by Group Chair, CEO,

CFO, Group Investment Director,

Head of Sustainability and Group

PeopleDirector.

• Five meetings in 2023.

• Chaired by Nicky Dulieu

with threeNon-Executive

Directormembers.

• Engages with shareholders to

informtarget setting, including

climate-related objectives.

• Supports the Sustainability Strategy

by aligning remuneration and

incentive targets to the strategy.

• Five meetings in 2023.

• Chaired by Ross Paterson

withthreeNon-Executive

Directormembers.

• Ensures climate-related risks

and opportunities are identified,

assessed, then effectively mitigated

and managed as part of overall risk

management framework.

• Oversees preparation of Unite

Group’s financial disclosures,

including TCFD, and the

AnnualReport.

PROPERTY LEADERSHIP TEAM CUSTOMER LEADERSHIP TEAM

• Chaired by the Group Investment Director, responsible for

all property-related investment and divestment activity.

• Manages climate risk and opportunities in investment

decisions, such as improving EPC ratings or mitigating

floodrisk on potential development sites.

• Tasked with reducing embodied carbon and improving

operational energy performance of developments, in line

with our 2030 net zero carbon target.

• Manages sustainability investment performance against

budgets for the Unite Group, including consideration of

climate-related risks and issues in investment opportunities.

• Chaired by the Chief Customer Officer, responsible for

operating the investment property portfolio.

• Manages climate risks and opportunities by investing in

energy and carbon reduction improvements to buildings,

and educating student customers to reduce resource usage.

• Ensures plant is properly maintained to operate at designed

energy efficiency.

• Identifies opportunities to secure low-carbon energy

through Power Purchase Agreements.

• Reviews, monthly, detailed financial performance relating

to energy use, taking actions to mitigate variance from

approved budgets.

ENERGY AND ENVIRONMENT TEAM

• Led by the Head of Sustainability, a dedicated team

with operational responsibility for coordinating the

implementation of the Sustainability Strategy.

• Head of Sustainability regularly reports progress to the

Property and Customer Leadership Teams, Executive

Committee and attends Sustainability Committee meetings.

• Responsible for developing asset transition plans,

implementing energy and carbon reduction capital

projects,ensuring EPC and wider energy and climate-

related compliance.

• Produces reporting on climate-related and

sustainabilityperformance.

I R

KEY

Informing Reporting

Organisational structure and responsibilities

formanaging climate-related risks

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

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CLIMATE-RELATED FINANCIAL DISCLOSURES continued

Strategy

We recognise climate change is one of the principal risks facing

Unite Group, with the potential to impact our business in the

short, medium and long term, so we are aiming to be net zero

carbon by 2030 – full details of our targets and plans to achieve

this transition are set out in our Net Zero Carbon Pathway,

seedetails below.

We face potential acute and chronic physical risks from the

direct and indirect effects of climate change on our business,

including extreme weather and flooding. Potential transition

risks associated with the shift to a low-carbon economy include

changing consumer preferences, impacts on investment

property valuations according to their climate resilience and

energy performance, and future policy and regulation. These

also present opportunities where, for example, our leadership

in the sector may be valued by our customers and ultimately

lead to improved financial performance. Further detail,

including the process used to determine materiality of risks,

isincluded within the Risk Management section on page 67.

Time periods:

Short term: 0–3 years – Our highest confidence

forecasts including the detailed year budget and

subsequent two years where we have significant

visibility in our Business Plan.

Medium term: 3–10 years – Covers the period to

our 2030 net zero carbon target, asset transition

plans and other regulatory deadlines such as EPC

B in 2030 and the useful life of building fit out.

Long term: 10–30 years – The period beyond

our forecasting and planning horizon and the

age where PBSA can begin to face obsolescence

without investment.

Risk Acute physical

Heat Stress Flooding

Description Rising average and frequency of heatwaves could

make our buildings uncomfortably hot during the

summermonths.

Increased rainfall increases the risk of both flash

flooding and rivers bursting banks.

Impacts Under 2°C scenario, we may see some increased

frequency and severity of overheating necessitating

ad hoc measures such as temporary ventilation or

cooling, the need to provide temporary alternative

accommodation to the worst affected customers,

or inability to occupy some rooms for short periods.

Under 4°C scenario, we may be unable to let buildings

during the summer, without more meaningful building

adaptations to reduce solar gain (e.g. brise soleil or

improved glazing), building fabric modifications (e.g.

thermal mass or reflective roofs), or building services

changes (e.g. re-routing hot water services, improved

ventilation, or active or passive cooling). Further work

is needed to understand asset-specific risks and

adaptations and inform long-term asset management

plans and budgets, and strategic investment decisions.

Flood could impact a single property causing temporary

disruption to operation or damage to the building

itself. In the most extreme scenario flood damage may

require temporary closure of an asset and rehousing

of occupants. Operations may also be impacted by

flooding elsewhere that disrupts supply chains or

communications even if individual properties are not

directly affected. Under 1.5°C scenario, no materially

significant increase in likelihood or severity was seen,

however further analysis is required to determine how

this risk increases under 2°C and 4.5°C scenarios.

Time period

L S

Financial

risks and

opportunities

c.£15 million of summer short-term lettings income

at risk and increased cooling costs. Compensation for

tenants on longer tenancies through the summer.

Higher temperatures during winter may reduce the

heating requirement of our buildings.

Worst case outcome of a major flooding event could

be closure of a building for 12 months with lost income

of up to £12m. Likelihood of such an outcome is seen

as low under 1.5°C scenario, but increasing under

2°C and 4.5°C scenarios. Geographic spread, locales

and construction of assets mean risk unlikely to affect

numerous buildings simultaneously.

Government flood risk data shows c.10% of the

assets are at High (1 in 76–100 years) or Very High (1

in <75 years) risk of flooding. Increased flooding risk

will be reflected in the premiums charged by Unite

Group’sinsurers.

Full details of our targets and plans to achieve

this transition are set out in our Net Zero

Carbon Pathway.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

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CLIMATE-RELATED FINANCIAL DISCLOSURES continued

Risk Acute physical

Heat Stress Flooding

Scenario

methodology

We compared forecast summer temperatures under

1.5°C, 2°C and 4.5°C scenarios using RCP8.5 projections

versus the 1981–2010 baseline (UKCP18 data from Met

Office Hadley Cell GCMs HadREM3-GA705) to assess

frequency and severity of overheating incidents, and

corresponding impact on thermal comfort in our

buildings-based temperatures achieved under recent

hot weather events. More detailed asset and room level

analysis is planned for 2024 to assess factors including

fabric, ventilation, solar gain and internal heat gains

and identify potential adaptations.

We compared forecast winter rainfall under 1.5°C, 2°C

and 4.5°C scenarios using RCP8.5 projections versus the

1981–2010 baseline (UKCP18 data from the Met Office

Hadley Cell GCMs HadREM3-GA705). We assessed increase

in frequency and severity of flooding and corresponding

disruption/damage to our buildings based on our the

impact of recent flooding events to ourbuildings.

Mitigation and

adaptation

activities

Further, more detailed analysis of overheating risk is

planned for 2024. This will inform future capital and

asset management plans to ensure this risk is fully

quantified and effectively mitigated.

New development schemes and larger asset

management programmes are designed to

ensureappropriate temperatures are maintained.

We maintain flood response plans at higher risk

properties. We reviewed the flood risk of the portfolio

during 2021, in partnership with our insurers and

further more-detailed analysis is planned for 2024

toupdate flood risk assessments.

Risk Transition

Technology Reputation Policy and legal

Market risk, commodity and

resource efficiency

Description Risk that sufficient

improvements to

an individual asset’s

performance cannot be

achieved at the pace or

scale required for the

transition to a low-

carboneconomy.

Our close relationships and

day-to-day engagement

with university partners,

students, investors and

other stakeholders makes

it clear they expect us to

take urgent and meaningful

action on climate change.

Regulation and government

policy will continue to

evolve and increase

minimum standards of

building performance and

other requirements aiming

to accelerate the transition

to net zero carbon.

We face market risk

through energy pricing

and increased costs

if our use of energy is

not mitigated through

efficiencyinvestment.

Impacts Individual assets’ rental

income, operating costs,

asset value and liquidity

may be adversely impacted

if they do not meet evolving

regulatory standards, such

as future Minimum Energy

Efficiency Standards (MEES)

for Energy Performance

Certificates (EPCs), or

market or shareholder

expectations such as

decarbonisation in line

withthe CRREMpathways.

Our leadership in the sector

may be recognised by our

customers and partners,

providing additional

business opportunities or

income benefits from our

leadership in sustainability.

Failure to at least

meet stakeholder

expectations could be

detrimental to business

performance through

many channels, including

our ability to secure

nomination agreements

with universities and

increasedfinancing costs.

Regulations may require

increases in the scale or

pace of our investment

in decarbonisation.

Introduction of mandatory

carbon pricing could

impact the viability of our

development pipeline and

increase ongoing operating

costs of the existing portfolio.

Failure to meet minimum

standards could also have

significant reputational

impacts, as set out in

principal risks 9 and 10

onpage 76.

Energy price volatility

complicates forecasting,

and recent high prices

have significantly increased

operating costs. Failure to

manage energy purchasing

could intensify this impact.

Valuers are starting to

reflect utility costs in

asset valuations and we

expect further downwards

pressure on valuations if

energy efficiency is not

improved to offset this.

Time period

L S

L M

L S

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CLIMATE-RELATED FINANCIAL DISCLOSURES continued

Risk Transition

Technology Reputation Policy and legal

Market risk, commodity and

resource efficiency

Financial

risks and

opportunities

Our 2020 Net Zero Carbon

Pathway identified a

need to invest c.£10–£12

million p.a. to achieve our

2030 ambition. We have

already committed c.£30

million, with investment

ramping up over the

coming years. These

investments typically

payback in 10 years or

lesson an undiscounted

basis, through savings to

utility costs.

A green premium to

asset values has not yet

manifested in the PBSA

sector. It is anticipated

that a brown discount will

take effect over the next

3–5 years if assets are at

risk of failing EPC MEES or

expectations on energy

and carbon.

Not usefully quantifiable

with existing data.

The UK Government has set

a legally binding net zero

target of 2050 but there

are currently no mandatory

requirements for action.

However we expect to

spend c.£10–£12 million

p.a. on our transition to

net zero carbon by 2030

through energy efficiency

investment. It will not be

lawful to let any property

not meeting EPC C by 2027

or B by 2030, potentially

leading to loss of earnings

and enforcement fines.

However following recent

investments, 92.3% of floor

area is now A or B rated so

we have low exposure to

this risk.

We spend around £30

million per year on utilities,

making it our second-largest

category of operating spend

after people costs. Ongoing

market volatility makes

forecasting difficult, and

we expect our utility costs

to rise as existing supply

contracts and hedges expire

over the next 12 months.

We have targeted a

10-year payback on our

investments in energy

efficiency, implying c.£10

million p.a. savings on our

total expected investment.

If utility prices remain high,

then the potential savings

from this investment will

also increase.

Scenario

methodology

We assess individual

assets against the CRREM

1.5°C pathways for UK

multi-family residential

energy consumption

and carbon emissions

(on a market-based

Scope 2 basis), and have

reviewed all EPCs against

relevant UK EPC MEES

targets. We expect all

assets to meet MEES as a

result of planned capital

investments as part of our

transition to net zero.

The nature of this risk

means it cannot easily be

modelled under specific and

defined climate scenarios.

While reputation is a critical

enabler for the fulfilment of

our business objectives, it

cannot easily be quantified

or assessed, although it

is regularly tracked and

measured via our Higher

Education Engagement Net

Promoter Score.

We have assessed the levels

of investment that may be

required to improve EPC

ratings in line with different

potential targets, using our

experience and insight from

previous capital projects

and improvements.

Utilities costs are complex,

being a function of

consumption, commodity

price and non-commodity

prices. We have modelled

the potential impact on

overall utility costs and the

corresponding business

consequences (such as

reduce NOI or increased

rental growth to mitigate)

based on low, medium

andhigh energy price

inflation scenarios.

Mitigation and

adaptation

activities

Planned capital

investments aim to reduce

energy and carbon in

line with our SBTi and

CRREM-based targets and

so avoid asset stranding.

We will continue to review

the level of ambition and

targets, and monitor

progress against these

plans to inform the

ongoing development

of our strategy and

takecorrective action

where required.

We actively engage with

our customers, university

partners, suppliers and

investors to explain and

seek feedback on our

sustainability performance

and goals in addition

to understanding their

requirements and

expectations.

Our sustainability and

legal teams, with support

from our expert advisers,

routinely monitor upcoming

and proposed regulation

to ensure we can adapt

ahead of introduction to

remain compliant. Our

planned capital investment

will ensure all of our

buildingsmeet minimum

efficiency standards.

We forward purchase

our utilities so that we

have price certainty when

putting rooms on sale,

allowing us to confidently

set prices at an appropriate

level to reflect the costs

whichweface.

Around 20% of our

electricity is secured

through a corporate

PowerPurchase Agreement

(PPA), giving us certainty of

supply over multiple years.

We are actively exploring

opportunities to secure

additional PPAs given the

compelling environmental

and financial impacts.

RCP8.5 was chosen for scenario analysis to demonstrate the

potential impacts on Unite Group under a widely recognised

high-end impact scenario, where the Paris targets are

substantially missed. Adopting RCP8.5 demonstrates upper

bound impacts of climate change, also assessing intermediate

impacts as 1.5°C and 4.5°C are crossed, which is relevant for

the strategic resilience analysis and conclusion.

Unite Group operates solely in the United Kingdom and

generates substantially all of its income through letting

purpose-built student accommodation. Sector and geographic

considerations are therefore not considered material to

climate risk at the Group level. For individual properties,

geographic considerations can be a material risk as

discussedin the Risk Management section.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

We have a potentially significant opportunity to benefit from

the actions we take to address climate-related risks. Reducing

energy consumption will generate significant cost savings,

increasing net operating income and asset values over the

short, mid and long term. Improving climate resilience, such

asreducing overheating risk, will improve customer experience

and provide competitive advantage in the mid to long term.

Our clear and credible net zero carbon plans are aligned with

the expectations and requirements of university partners and

local government, potentially supporting new development

and growth opportunities, and equity and debt capital may

be more readily available, or at lower cost, if we can meet

and exceed market expectations around sustainability

performance in the short, mid and long term.

During 2023, climate risks and opportunities were tracked as

part of our financial planning and risk management relating to

utility costs, where usage levels could have an impact on our

financial performance due to the volatility in commodity costs

created by geopolitical issues. Our 2024 budget and planning

include further assessments of our exposure to utility costs

and the potential to mitigate cost increases through capital

investments in energy initiatives.

Green debt issuance, either on public capital markets or privately,

continues to gain pace. Unite Group has a Sustainable Finance

framework, enabling it to access the Green Bond market and

has also embedded sustainability performance into the Unite

Group’s main bank facility. Failure to meet the targets set out in

the Sustainability Framework may reduce Unite Group’s ability to

access debt capital markets for green loans, potentially resulting

in higher financecosts.

Climate risk, most commonly energy usage, flood and

transition risk are considered in capital allocation decisions.

All potential acquisitions and disposals are reviewed to

identify the costs of meeting our net zero commitments,

EPCrequirements and ongoing utility costs and ensure that

these are properly reflected in financial modelling and form

animportant part of our due diligence.

New developments are expected to be net zero carbon, as

defined by the RIBA Climate Challenge, in addition to being

highly resource efficient through the use of technology such

as rainwater harvesting, low water usage shower heads

and solar electric generation. Developments are designed

to mitigate overheating risk and include associated cooling

requirements. For certain development sites, flooding is a

significant risk which must be mitigated through appropriate

design and construction methods to meet regulatory and local

authority planning requirements. The cost of this mitigation

is included within our investment appraisals and we may

require a higher return on investment where the mitigated

riskremainssignificant.

We assessed flooding and heat stress exposure of our portfolio

under scenarios based upon the Intergovernmental Panel for

Climate Change RCP scenarios consistent with 1.5°C, 2.0°C

and 4.5°C temperature rises. The analysis showed that under

a 4.5°C scenario, heatwaves, as defined by the Met Office,

become increasingly regular during the summer and the risk

of flooding increases from a one in c.250-year event to a one

in c.200-year event, with a marginal change in frequency under

1.5°C and 2.0°C scenarios.

Scenario analysis to date gives us confidence that our

current strategy, including actions set out in our Net Zero

Carbon Pathway, provide resilience under a 2.0°C or lower

temperature rise scenario, although we will continue to review

and re-evaluate these risks and adapt our strategy as required.

Under a 4.5°C scenario, our analysis demonstrates that

changes to our strategy and financial planning will likely be

required to ensure we remain resilient in the face of increasing

severity and likelihood of flooding and overheating. This may

include divestment of assets which are less resilient to extreme

heat and rainfall, investment in assets to improve physical

resilience, and changes to ways of working and operating

to ensure potential impacts are managed and mitigated.

We may also see changes to our customers’ behaviour and

supply chain partners’ viability, including business failures or

supply chain disruption. Increased due diligence in supply

chain selection will be required, particularly considering the

sourcing of construction materials which may be processed

or manufactured in countries where the effects of climate

change are more extreme. Further, more detailed analysis is

planned for 2024 with a particular focus on overheating risk, to

better understand what specific changes to strategy would be

needed to ensure resilience to a 4.5°C scenario, and given the

timescale leading up to a 4.5°C world, we would expect to have

time to adapt our strategy accordingly.

Risk management

Climate change is a principal risk affecting long-term decisions

made by Unite Group, such as decisions on investment and

divestment. Therefore, it is considered in a broad context within

our strategy and as part of our risk management framework.

Create a Responsible and Resilient Business is one of three

main objectives of our strategy, incorporating our commitment

to net zero carbon by 2030, together with broader objectives

to reduce resource intensity and enable ourcustomers to live

more sustainable lives.

We work with teams across the organisation, senior

management, external advisers and stakeholders to identify

the strategic, operational, legal and compliance risks facing

our business. These are included on our Unite Group Risk

Committee. Our principal risks, which are a sub-set of our

Group risks, are reviewed by the Board twice a year. Climate

change has been identified as a principal risk and is managed

through our risk management framework. This framework

enables us to effectively manage climate-related risks. All

risks are allocated a risk owner, evaluated for the potential

impact and consequences, controls and control owners are

identified, and finally an evaluation of the residual risk against

our risk appetite is undertaken. Scenario modelling, including

the climate scenario analysis detailed in this TCFD disclosure,

is used to better understand the impact of these risks on our

business model when placed under varying degrees of stress,

enabling interdependencies to be considered and plausible

mitigation plans to be tested.

CLIMATE-RELATED FINANCIAL DISCLOSURES continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

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We undertook a climate-related risk scoping workshop

assessment, as part of our overall risk management process

described in the risk management report. It covers the

constituent risks of our broader sustainability and ESG risk.

Itidentifies the most material risks and assesses their potential

impacts under different future climate scenarios, as well as the

likelihood, business consequences, and possible management

and mitigation strategies. Risks are assessed for potential

likelihood and impact, and rated using a 5 x 5 matrix on a

scale of 1 to 25 (from very low to critical), giving each risk a

score. This approach is common across all risks, allowing a

comparison of climate risk with all other risks identified by

the Group. When we evaluate risk, we consider the inherent

risk (before any mitigating action) and the residual risk (the

risk that remains after mitigating actions and controls) to

determine the materiality of the risk and its impacts in the

context of theGroup.

The process for assessing, identifying and managing

climate-related risks is the same as for all principal risks,

withresponsibility sitting with the Board. It is described in the

Principal risks and uncertainties section.

The Energy and Environment Team is responsible for integrating

sustainability activity into the wider business including tracking

and reporting on climate, legal and policy-related developments,

which allow the business to effectively manage any associated

risks. This includes MEES regulations covering minimum EPC

standards and the development and implementation oftransition

plans for those assets which do not meet future standards. We

closely monitor future, or potential regulatory requirements in all

areas of our business including climate change, to ensure that we

are able to take any actions required to meet new requirements

as they become effective.

Portfolio and asset level climate-related risks and opportunities are

identified and assessed through due diligence for new investment,

divestments and risk assessments for existing assets which cover

specific climate-related risks, such as energy efficiency ratings

of properties and physical climate risks, as well as in individual

property level Asset Transition Plans:

Existing assets – risks are identified through compiling and

analysing data on specific property attributes, such as flood

risk, transition risk through the CRREM tool outputs, and

energy performance. This data would typically be analysed

annually and is used to inform asset management decisions

and the business’s disposal strategy.

Investment and divestment – review of sustainability risks

for investment decisions is undertaken by the Investment

Committee. Geographical location plays an important

part in the identification of physical risks during the due

diligence process, for example through the use of flood and

overheating risk assessments. Transition risks are identified

through reviewing energy efficiency ratings, existing plant

and machinery, construction type and an estimate of the

investment required to deliver energy intensity targets

alignedto our net zero operational commitment.

Where a risk is identified, we develop appropriate mitigation

strategies in the case of new developments or reflect the risk

in acquisition pricing if the risk is capable of mitigation to an

acceptable level.

Metrics and targets

We are committed to transitioning to net zero carbon in

alignment with the UK Government’s 2050 target and with

the goals of the Paris Agreement. Our Sustainability Strategy

includes a net zero carbon commitment by 2030. This is built

on our science-based targets approved by the SBTi, and a

commitment under the RE100 scheme to purchase 100%

renewable electricity by 2030.

We published our Net Zero Pathway during 2021, setting

outthe action we will take over the coming decade and will

be reviewing both our climate-related targets and plans, and

climate-related risks, in 2024 to ensure our net zero carbon

transition plan remains credible and achievable.

As a residential landlord, our customers’ energy use is included

within our Scope 2 emissions, which provides us with a significant

opportunity to reduce both our own and our customers’ impact

on the environment. Our strategy, as set out in our Net Zero

Carbon Pathway, includes ambitious targets in response to the

most material climate-related risks we face:

•

Science-based target, aligned with a 1.5°C scenario to reduce

our carbon emissions (tCO

e) by 56% by 2030 compared with a

2019 baseline (Scope 1 + market-based Scope 2 emissions).

•

Reduce embodied carbon across our developments by 48%,

in line with the RIBA Climate Challenge targets. By 2030, where

possible, a typical building will prioritise asset retention, smart

design and use sustainable materials.

•

Reduce energy intensity by 28% by 2030 compared with

2019baseline.

•

Source 100% of total energy consumption from renewable

sources by 2030.

We expect that 40% of our 2019 baseline emissions,

beingpredominantly Scope 3 emissions, will remain by 2030

and require either further investment to avoid, or the use

ofoffsetting.

Our 2030 net zero carbon target covers both our operations

and development activity. Our operations targets cover Scope

1+2 emissions from our buildings, including all building energy

used by our student tenants, as well as selected Scope3

emissions as per the BBP Climate Change Commitment.

Our development target covers Scope 3 emissions arising from

the construction of new buildings, including embodied energy

and construction activity, and a focus on making new buildings

net zero carbon in operation. This target applies to properties

delivered for us by our supply chain partners on a design-and-

build basis, and new build properties purchased on a forward-

funded basis from other developers. Further detail is available

in our Net Zero Carbon Pathway and Sustainable Construction

Framework, which also includes interim targets for embodied

carbon reduction in our development pipeline.

CLIMATE-RELATED FINANCIAL DISCLOSURES continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

The table below sets out some key performance indicators that are linked to our 2023 sustainability targets on page 52.

KPI

Performance

2019 base year 2021 2022 2023 2022–23 change

Investment in

energyefficiency

£2.2 million £3 million £13 million £8.2 million £4.8m decrease

Scope 1+2

(market-based)

absolute emissions

(tonnesCO

e/yr)

29,502 13,178.0 12,957.7 12,628.0 2.5% decrease

Average energy

intensity (kWh/m

/year)

122.6 113.4 115.6 111.9 3.2% decrease

EPC ratings by floor

area

A–B C D–G A–B C D–G A–B C D–G A–B C D–G

19.2% increase

in A–C rated

floorarea

41.2% 19.7% 39.1% 36.4% 19.4% 44.3% 61.2% 19.3% 19.5% 92.3% 7.4% 0.3%

GRESB rating 72*** 85**** 84**** 86***

2 point

improvement

Water consumption

per m

floor area (m

bed)

1.6 40.1 45.5 39.1 14.1% decrease

% of electricity from

renewable sources

61.1% 99.9% 99.9% 99.9% no change

Total social investment

c.£1 million to Unite

Foundation £1.8 million £2.0 million £2.4 million 20% increase

Positive impact awards

66% Bronze

34% Gold

Programme

suspended due to

pandemic

100% bronze

24% Bronze

52% Silver

24% Gold

Significant

improvement

We have c.£12 million of capital investment in energy efficiency planned for 2024, including LED lighting, air source heat pumpsand

improved heating controls, and are exploring options to bring more of our purchased electricity under long-term Power Purchase

Agreements to meaningfully decarbonise our energy supply.

Climate-related metrics are included in Company bonus and incentive schemes as set out in the Governance section of thisdisclosure.

Energy consumption and Scope 1+2 greenhouse gas emissions have been externally verified by SGS in line with the requirements

of ISO 14064-3:2019. Environmental performance data is also undergoing external assurance by SGS to a reasonable level

of assurance in line with requirements of ISAE 3000 (Revised): Assurance Engagements Other than Audits or Reviews of

Historical Financial Information, although this was still underway at time of publication. We review our performance against

the metrics set out above on an ongoing basis as part of our business performance. Investment into sustainability measures

ismade with reference to these metrics and our individual asset transition plans have been developed to support our Net

Zero Carbon Pathway. Should performance diverge from the required trajectory to 2030, wewill assess and potentially

accelerateinterventions.

Cross industry, climate-related metrics

TCFD Metric Amount or reference

GHG emissions See above

Transition risks 0.3% of investment property portfolio, EPC D rated, or below

Physical risks 100% of investment property portfolio

Opportunities 100% of investment property portfolio

Capital deployment £8.2 million in 2023; c.£10–12 million p.a. to reach net zero carbon by2030

Internal carbon prices Expect to be implemented in 2024

Remuneration See Remuneration Report on page 127

CLIMATE-RELATED FINANCIAL DISCLOSURES continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISKS AND UNCERTAINTIES

Governance

The Board has overall responsibility for the oversight of risk as

well as maintaining a robust risk management framework and

internal control system. The Audit & Risk Committee supports

the Board by receiving assurance reporting, enabling it to review

the effectiveness of our risk management and internal control

processes. Our risk management framework is designed to provide

the Board with the information to clearly identify our risks, assess

our risk profile and set our risk appetite, to ensure risks are

managed and mitigated transparently and effectively. Integral

to this design is our agility and resilience tomacroeconomic and

political challenges.

Risk management

Our integrated risk management approach combines a top-down

strategic view with a bottom-up operational view. The output is a

number of strategic risks under seven categories.

The Board conducts a twice-yearly dedicated risk review. As part

of this focused activity, the Board undertakes its assessment of

the principal risks facing the Group, taking account of those risks

that would threaten our business model, future performance,

solvency or liquidity, or our ability to meet the Group’s

strategicobjectives.

REFLECTING ON 2023

•

Navigated the impacts of the

cost-of-living crisis.

•

Considered possible development

scenarios for Unite Group as we

move towards 2030 and the potential

mitigations to meet our objectives.

•

Engaged with our university partners and

the wider sector to influence the impact

of political risks.

•

Enhanced our IT infrastructure

andsecurity.

OUR PRIORITIES FOR 2024

•

Utilise new technologies to increase

thelikelihood of successful projects

andprogrammes.

•

Planning and development of our

new financial and core systems

and our alignment with upcoming

legislativechanges.

•

Continually assess and challenge our

maturity in cyber security.

•

Continue to assess the impacts of

macroeconomic factors on our strategy.

RESILIENT

AND AGILE

Flexibility in our approach

to risk management enables

us to navigate a challenging

macroeconomic environment,

andpositions us well against

potential future impacts.

“Our approach to risk management

enables informed and effective

decisions to be taken, and supports

the delivery of our operational and

strategic objectives.”

Mike Burt

Chief Financial Officer

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Internal Audit provides assurance on effectiveness of risk

management process and testing of key controls

Monitor KPIs & risk controls and take appropriate action

Top-down

Strategic risk management

Executive Committee/Customer Leadership Team/Property Leadership Team

Identify principal risks

Direct delivery of strategic actions

in line with risk appetite

Monitor key risk indicators

Consider completeness of

identified risks and adequacy

ofmitigating actions

Consider aggregation of risk

exposures across the business

Business units

Report current and emerging risks

Identify, evaluate and mitigate

operational risks recorded

inriskregister

Execute strategic actions

Report on key risk indicators

Board/Audit & Risk, Sustainability and Health & Safety Committees

Review external environment

Robust assessment of principal risks

Set risk appetite and parameters

Determine strategic action points

Assess effectiveness of risk

management process and

internalcontrol systems

Report on principal risks

anduncertainties

Bottom-up

Operational risk management

OUR INTEGRATED RISK MANAGEMENT APPROACH

OUTPUT – SEVEN RISK CATEGORIES

Read more on

page 72

Read more on

page 74

Market

Manage our

supply and

demand risk

Read more on

page 73

Operational

Minimise the risk

of an incident

Property/

development

Deliver enhancements

to our existing

estate and a suitable

development pipeline

Read more on

page 78

Technology

Maintain a secure

IT environment

Read more on

page 75

People

Retain a high

performing

workforce

Read more on

page 76

Sustainability/

ESG

Meet our

regulatory and

publicly made

commitments

Read more on

page 79

Financial

Manage our

balance sheet

liquidity

In summary, we have considered the following factors when

assessing our principal risks:

•

Geopolitical instability, including the ongoing war in Ukraine,

the conflict in Gaza and increasing tensions across the Middle

East due to this. This has contributed to higher energy costs

and general inflationary pressures across the UK.

•

Increased levels of inflation for a prolonged period.

•

Increases in interest rates from historic lows, which are

unlikelyto return in the short to medium term.

•

A disrupted UK labour market with low unemployment

and high vacancies leading to recruitment challenges

andpayincreases.

•

Political change with a general election due before

31January2025, which may have implications for

HigherEducation and Housing Policy.

These external factors impact our risk profile to varying

degrees and we have seen an impact in certain areas, such

asto our cost of funding, build-cost inflation and recruitment.

Other impacts are still emerging. Our year-end assessment of

risk has included how these external factors have impacted

and the action we are taking to mitigate them.

PRINCIPAL RISKS AND UNCERTAINTIES continued

The Board considers both internal and external factors when

assessing our risks. During 2023, we also considered our long-

term strategic aims and assessed both the opportunities and

risks through an in-person scenario planning session. Looking

ahead to 2024, there are a number of macroeconomic and

political factors we have reviewed.

As part of the risk review process, the Board considers the

appropriateness and relevance of the internal audit plan for

the forthcoming year, looking to ensure that the focus areas

for internal audit is consistent with our key risks.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISKS AND UNCERTAINTIES continued

Our risk appetite

The Group’s risk appetite is considered as a fundamental part

of the Board’s strategy setting and annual budget – it does not

happen in isolation. Our risk appetite is underpinned by our

strategic objectives of:

•

Delivering for our customers, employees and universities.

•

Being a responsible and resilient business.

•

Providing attractive returns for our shareholders.

During the year, the Board continued to regularly review and

assess our risk appetite with a primary focus on the resilience

of the business and its agility. This considered both threats to,

and opportunities in, our business, as well as wider macro risk

developments impacting the PBSA sector, the Higher Education

sector, property market and the economy. When assessing our

risks and any action required to bring them back within the

tolerance of our risk appetite, we consider both the potential

impact from a risk, together with the likelihood of the risk

happening. Our overall risk appetite in the year was broadly

unchanged from the previous financial year. While the impact of

inflationary pressures is reducing, other macroeconomic factors

and political uncertainty still exist and the Board continues to

take a prudent approach to both risk and opportunity.

Stress testing/scenario planning and our Strategic Plan

Each year, the Board develops and refreshes the Group’s

Strategic Plan. This is based on detailed three-year strategic/

financial projections/climate-related risks (with related scenario

planning). This rolls forward for a further two years using

more generic assumptions. The Board maps our strategic

objectives against our risk profile. Then, always conscious that

risk events donot necessarily happen in isolation, the Board

stress tests these projections against multiple combined risk

events. Throughthis process, a base case and stress-tested

StrategicPlanare developed.

During 2023, this scenario planning continued to closely monitor

the external factors and the Board developed a wide range

of scenarios and stress tests to assess our preparedness and

ability to withstand adverse market conditions.

Fraud risk

The Group’s internal controls and risk management processes

work in tandem to minimise the likelihood of material fraud, both

within the business and in our financial reporting. We consider

the risk to asset misappropriation, fraudulent statements and

corruption. The controls the Group has in place are designed

to minimise the opportunity, motivation and rationalisation for

individuals to find opportunities to commit fraud. Our IT and

financial systems are designed with segregation of duties to

ensure that individuals are not able to override management

controls of end-to-end processes. Our internal Risk and

Assurance team undertake independent audits across both

operational and financial aspects of the business to verify that

these controls are operational and would report any instances

offraud to senior management. Instances of material fraud

would be reported to the Board.

Creating the right corporate culture for effective

riskmanagement

The organisation has an open and accountable culture,

led by an experienced leadership team. The culture of the

organisation recognises – and accepts – that risk is inherent

in business and encourages an open and proactive approach

to risk management. By viewing our risks through the lens

of our strategic objectives, the Group is able to ensure risk

management is proactive and pre-emptive and not a tick

boxexercise.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Our risk management framework

OUR KEY RISK INDICATORS

The Board has the overall responsibility for the governance of risks and ensures there are

adequate and effective systems in place. It does this in various ways:

The Board

Risks and opportunities assessed as part of strategy setting,

annual budget and risk oversight

Owned by the Board and its Committees.

Twice-yearly formal risk review and ongoing monitoring of risk integral

toBoardmeetings.

Risk management

Risk management and assurance

framework overseen by the Audit &

Risk Committee. Detailed risk trackers

are developed and regularly updated

by the Customer and Property

Leadership Teams.

The Executive Committee reviews

and challenges these risk trackers

and related risk and opportunity; it

considers emerging risks that the

Group is facing or should consider and

then brings these to the Board for its

detailed assessment of these risks.

Policies and controls

Policies and controls underpin our

riskmanagement framework

(such as Capital Operating

Guidelines, Treasury Policy,

InvestmentCommittee and the

internal controls framework).

Risk assurance is provided through

external and internal auditors, as well

as specialist third-party risk assurance,

where appropriate.

Our service

platform

Safety

Customer satisfaction

Employee engagement

University

partnerships

Safety

Higher Education Trust

Customer satisfaction

% Nominations

Our

properties

Gross asset value

Asset age

Occupancy

Rental growth

Energy efficiency

People and culture

Embedded risk management culture

Openness, transparency and clear ownership of risk management

(supported by risk registers) cascades through the organisation.

PRINCIPAL RISKS AND UNCERTAINTIES continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISKS AND UNCERTAINTIES continued

Viability statement

The Directors have assessed the viability of the Group over

a three-year period to December 2026, taking account of

the Group’s current position and the potential impact of its

principal risks. The Directors consider the three-year lookout

period to be the most appropriate as this aligns with the

Group’s own strategic planning period combined with the

levels of planning certainty that can be derived from the

development pipeline.

The Directors believe that UK universities will continue to

experience strong demand from UK students as 18-year-old

demographic growth becomes increasingly favourable and

the UK’s leading Higher Education sector continues to attract

students from around the world to study in the UK. The Group

has an annual business planning process, which comprises

a Strategic Plan, a financial forecast for the current year and

a financial projection for the forthcoming three years (which

includes stress testing and scenario planning and also rolls

forwards for another two years). This plan is reviewed each

year by the Board as part of its strategy setting process. Once

approved by the Board, the plan is cascaded down across the

Group and provides a basis for setting all detailed financial

budgets and strategic actions that are subsequently used by

the Board to monitor performance. The forecast performance

outlook is also used by the Remuneration Committee to

establish the targets for both the annual and longer-term

incentive schemes.

To stress test the viability of the business, a viability scenario

was prepared using the Group’s strategic plan as a base. The

key viability assumptions were:

•

Rental growth reduced to 2% p.a., reflecting principal

risks 1–4.

•

Cost growth of 4% p.a., allowing for further sustained

increases in utility and other costs.

•

Yield expansion of 50bps, approximately a 10% decline

in asset values.

•

Interest costs of 6% on all new and refinancing activity,

reflecting principal risk 11.

•

No further development commitments, disposals or

acquisitions, reflecting principal risks 5 and 6.

The result of this scenario showed a significant deterioration

in forecast performance, with earnings and NTA significantly

reduced (to 46.1p and 856p respectively) in 2026 whilst leverage

increased substantially to 39%. Despite the significant contraction

in the size of the business over the forecast period, the business

would remain viable under such a scenario, with no breaches of

financial covenants.

We considered whether the Group’s climate change principal

risk would impact our assessment of the Group’s viability in-line

with principal risk 9. The business is considered viable with our

net zero carbon strategy and asset transition plans. We also

considered the conclusions of our resilience assessment in

TCFDon page 58.

Following the recent policy changes aimed at reducing

net migration, the UK is less attractive for international

postgraduate taught students who can no longer bring

dependant family members to the UK. We have limited direct

exposure to the announced changes in visa policy as the

majority of our rooms are single occupancy. With the Group

achieving 99% occupancy for the 2023/24 academic year and

astrong outlook for 2024/25, international student demand is

notexpected to impact the longer-term viability of the Group.

The financing risks of the Group are considered to have the

greatest immediate potential impact on the Group’s financial

viability. The three principal financing risks for the Group are:

•

Short-term debt covenant compliance.

•

The Group’s ability to arrange new debt/replace expiring

debt facilities.

•

Any adverse interest rate movements.

The Group has secured funding for the committed future

development pipeline, which includes the Unite Group and

Liberty Living unsecured loan facilities and prepares its Strategic

Plan on a fully funded basis in line with the three-year outlook

period. Disposals are an important part of our strategy with the

recycling of assets out of our portfolio generating capital to invest

in development activity and other investment opportunities.

To hedge against the potential of adverse interest rate

movements, the Group manages its exposure with a

combination of fixed rate facilities and using interest rate

swaps for its floating rate debt. During the year, the Group

has complied with all covenant requirements attached to its

financing facilities and expects to continue to do so.

The outlook and future prospects beyond the viability period

for the business remains strong, reflecting the underlying

strength of student demand, our alignment to the strongest

universities and the capabilities of our best-in-class operating

platform. There are significant growth opportunities for the

business created by the ongoing shortage of high quality and

affordable purpose-built student accommodation, universities

needing to deliver an exceptional student experience through

their accommodation and the growing awareness of the benefits

of PBSA among non-first-year students. Emerging risks to the

outlook and prospects are identified and assessed through our

broader risk management process.

Based on their assessment and the mitigating actions available,

the Directors have a reasonable expectation that the Group

will be able to continue in operation and meet its liabilities as

they fall due over the period to December 2026.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISK

Market

Risk description

A reduction in demand driven by geopolitical factors.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Maintain a diverse

customer base to reduce

our exposure in key

demographic sectors

• Immigration policy changes

affecting international students.

• Travel restrictions placed on

international students by their

own government.

• Loss of income.

• Reduction in demand affecting

yield and asset values.

• Government dialogue.

• Ongoing monitoring of government

HEand immigration policy.

• Develop markets with students in

new countries.

Risk description

A reduction in demand driven by macroeconomic, customer value-for-money considerations and affordability.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Maintain our property

portfolio to a high

standard to ensure

enduring relationships

with the high- and mid-

ranked universities,

andconsistently drive

salesperformance

• Lack of investment in the quality

of our product offering.

• Increased blended learning; more

students remain at home.

• Increased regulation over rents.

• London weighting on loans and

grants removed.

• Loss of income.

• More competition and reduced

demand for year-round student

accommodation in the long term,

resulting in lower profitability and

asset values.

• Asset management of our properties,

with our Estate team working

alongside our Asset Management

team to improve the experience

forstudents.

• Estate’s five-year strategy being

developed to review our portfolio

toensure we have a quality portfolio,

appropriately sized and in the

rightlocations.

Risk description

Increase in supply; as a maturing sector new entrants to the market will increase competition and could lead to a loss of market share.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Build and maintain a

sector leading offer for

ourcustomers

• Well-funded competitors

improving their offer and service.

• Unite Students fails to invest

initsbrand.

• Unite Students does not keep

pace with customer expectations.

• More competition for the

bestsites.

• Potential impact on rental

growthand occupancy.

• Reduced revenue and increased

costs associated with part-filled

accommodation.

• Disciplined investment

approachtomarkets with

supply/demand imbalance.

• Exposure to the best universities with

our new developments secured with

nomination agreements.

• Geographically diverse portfolio.

• Broad range of product and

priceofferings.

• Long-term partnership arrangements

with universities.

• Actively driving differentiation through

our brand investment and promises.

• Differing strategies for B2C and B2B

to mitigate against the different

challenges in each market.

Summary of principal risks and uncertainties

The table that follows describes the Group’s principal risks and uncertainties, and explains how these are managed or mitigated.

PRINCIPAL RISKS AND UNCERTAINTIES continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISK

Market continued

Risk description

Failure, or significant deterioration in performance, of a university partner.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Align our portfolio and

partnerships to leading

universities, who can

demonstrate sustainable

income plans

• A University partner breaches

one or more banking covenants

due to decreases in income and/

or increases in cost pressures.

• Loss of confidence in the

HE sector or in a university’s

abilitytodeliver a suitable

educational experience.

• Insolvency in university partner,

leading to a loss of income.

• Contagion of banking concerns

leading to tighter financial

covenants within the HE sector.

• Review of financial position of

keypartners using external data.

• Regular conversation with

vicechancellors and key

universitystakeholders.

PRINCIPAL RISK

Operational

Risk description

Major health and safety (H&S) incident in a property or a development site.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Minimise the risk of

an incident that could

impact the safety of our

customers, contractors

andemployees

• Catastrophic fire, flood or other

incident at a property.

• Incident at construction

siteinvolving Unite

Studentsemployees or

third-party contractors.

• Fatality or serious injury.

• Disruption to occupation

ofbuildings.

• Reputational damage and loss

of trust in Unite Students as a

reliable partner.

• Business continuity plans.

• Board-supervised Health & Safety

Committee in place.

• Highly skilled and experienced H&S

team in place.

• Leadership team is focused on H&S.

• Expert external assurance on

development safety risk.

• Visible leadership for safety and

wellbeing driven by our senior leaders.

• Use of audits and external consultants.

• Cladding programme to replace

façades where appropriate.

• Asset management of our properties,

with our Estate team working

alongside our Asset Management

team to improve the condition

of our properties and ensuring

ongoingcompliance.

PRINCIPAL RISKS AND UNCERTAINTIES continued

Key

Increased Decreased No change

Emerging

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISK

Property

Risk description

Inability to secure the best sites on the right terms, at a suitable level of return on investment.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Deliver a suitable

development pipeline that

supports the future growth

of the business

• Challenging planning

environment, including increased

regulation in construction design.

• Land scarcity and increased

competition for the best sites.

• Further increases in

borrowingcosts.

• Lost revenue where schemes

are delayed while consents

areagreed.

• Inability to deliver the planned

growth at a sustainable level.

• Reduction in Earning per Share

and/or Net Tangible Assets.

• Reputation/brand damage when

works are late/ongoing with

students in occupation.

• Consult and lobby at a national and

local level to promote the benefits of

student accommodation.

• Management of financial exposure to

development sites through subject-to-

planning deals which reduce up-front

costs and fees.

• Comprehensive due diligence is

completed on unconditional sites

prior to purchase, including seeking a

pre-application assessment from the

relevant local authority.

• Clear planning and stakeholder

consultation programme.

• Using mixed-use sites strategically to

gain positive planning outcomes.

Risk description

Schemes are delivered late and/or over budget impacting our financial returns and damaging our reputation with students.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Deliver schemes on time

and to budget

• Delays or failure to get planning.

• Construction risk – build-

cost inflation due to external

marketfactors.

• Construction execution risk –

delivery delays impacting labour/

materials coming from outside

the UK.

• Delays in executing our

disposalsprogramme.

• Climate risk – physical, regulatory

and transactional risks associated

with climate change and the

environmental impact of our

development activity.

• NTA and EPS affected by deferred

schemes and/or reduced

financial returns, with cash

tiedup in development.

• Reputational impact of delivering

a scheme late, leaving students

without accommodation.

• Recycling our portfolio through

disposals is a critical aspect of our

development strategy and failure

to deliver planned disposals may

result in a deteriorating net debt

position and negatively impact

our ability to commit to all our

planned development pipeline.

• Increases in construction costs

as we seek to reduce the carbon

intensity of our developments and

comply with building regulations.

• Experienced development team with

strong track record of delivery.

• Strong relationships with

constructionpartners.

• Group Board approval

for commitments above a

certainthreshold.

• Financial investment in schemes

carefully managed prior to grant

ofplanning.

• Detailed due diligence before

siteacquisition.

• Build-cost inflation regularly

appraisedand refreshed.

• Mid-sized framework contractors

used and longer-term

relationshipsestablished.

• Active management of our

concentration to individual

contractorsand monitoring of

theirfinancial resilience.

PRINCIPAL RISKS AND UNCERTAINTIES continued

Summary of principal risks and uncertainties continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISK

People

Risk description

Loss of talent and capability, especially in High Performing, High Potential (HPHP) individuals and also people with specialist/industry

knowledge and contacts.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Retain a high performing

workforce with suitable

succession plans and a

focus upon Diversity,

Equality, Inclusivity,

Belonging and Wellbeing

(DEIBW) goals

• Lack of leadership development.

• Lack of managed succession

planning and opportunity for

career advancement.

• Ad hoc or uncoordinated

trainingplans.

• Lack of or poor

performancemanagement.

• An insufficient pool of diverse

and capable people.

• Cost-of-living crisis driving wage

inflation, inhibiting recruitment

and staff wellbeing impacts.

• Changes to legislation

surrounding DEIBW.

• Inability to deliver business

strategy in next five years.

• High attrition rates,

increasingcosts.

• Reputational impact of

not meeting diversity and

inclusiontargets.

• Loss of capability and knowledge

from the business impacting on

service levels.

• Increased recruitment and

wagecost.

• Decreased employee

engagement and subsequent

increases in attrition rates.

• Highly skilled and experienced HR

leadershipteam.

• The Academy providing; training

coordination and centralised tracking

toensure consistency.

• New People Performance

Frameworklaunched.

• An updated General Manager

programme to ensure a best-in-class

approach across our city teams.

• Culture Matters engagement

forumproviding direct feedback

fromemployees.

• Talent review process for succession

planning for key roles.

• Bi-annual employee engagement

survey and action plans.

PRINCIPAL RISKS AND UNCERTAINTIES continued

Key

Increased Decreased No change

Emerging

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISK

Sustainability (more information about our Climate and Sustainability risks is included in page 48)

Risk description

Failure to meet sustainability-related (environmental, social & governance) external, public commitments and regulatory and

reportingrequirements.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

To meet sustainability-

related (environmental,

social & governance)

external public

commitments and

regulatory requirements

• Lack of understanding of the

commitment made and the

component parts.

• Lack of awareness or

understanding of the regulatory

requirements that the Company/

USAF/LSAV is obliged to meet.

• No clear plan to deliver the

required outputs.

• Lack of engagement from the our

people and our student customers

on delivery of the commitments.

• Further complex reporting

requirements leading to an

increasing reporting burden.

• Activity, when delivered,

fails tomeet commitments’

regulatoryrequirements.

• Non-compliance with regulations

– regulatory action/fines/

penalties may follow.

• Brand damage with resultant

lossof revenue.

• Loss of investor confidence/trust.

• Increased costs as we fail to

manage the requirements

andplan ahead.

• Potential reduction in Group

credit ratings.

• Loss of income and reduction in

property values, if we are unable

to let a building that is EPC

non-compliant.

• Formal business policies in place and

updated regularly.

• Effective communication and reporting

internally, to increase engagement and

track progress, and externally, to keep

stakeholders appraised of ambition

and progress.

• Ongoing stakeholder consultation

and dialogue to ensure strategy and

reporting are aligned.

• Sustainability Strategy and Group

Board Sustainability Committee

wellestablished.

• Governance structure in place with

clear Board oversight for climate-

related issues.

• Monitor performance against

key targets and ESG ratings (SBTi

carbon targets, GRESB, CDP,

FTSE4Good,MSCI).

PRINCIPAL RISKS AND UNCERTAINTIES continued

Summary of principal risks and uncertainties continued

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISKS AND UNCERTAINTIES continued

PRINCIPAL RISK

Sustainability continued

Risk description

Failure to meet external, public commitments and regulatory requirements in respect of climate and wider factors.

Failure to identify, mitigate or prepare for impact of climate-related physical and transition risks.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Mitigate and prepare for

the impact of climate-

related physical and

transition risks

• Failure to prepare or adapt for

increased frequency and severity

of extreme weather events

(flooding, high winds, heatwaves).

• Increasing legislative burden

(EPC Minimum Energy Efficiency

Standards, Energy Saving

Opportunity Scheme, Climate-

related Financial Disclosure

regulations, more stringent

planning requirements and

building regulations etc).

• Increasing, volatile and

unpredictable energy,

carbonand water costs.

• Failure to decarbonise energy

supply due to cost or availability

of renewable energy.

• Failure to mitigate residual

carbon emissions due

to cost or availability of

suitable neutralisation-based

carbonoffsetting.

• Failure to meet increasing

stakeholder expectations.

• Insufficient prioritisation of

investment in, or action on,

climate change mitigation

andadaptation.

• Supply chain risks not managed.

• Damage to property.

• Injury to people.

• Disruption to supply chain.

• Increased insurance costs.

• Increased capital costs.

• Potential for compensation

payments being required and

regulatory action/fines/penalties.

• Brand damage with resultant loss

of revenue.

• Loss of investor confidence/trust.

• Asset stranding/value write-

downs; inability to dispose

of assets that do not meet

regulatory compliance standards.

• Engagement with supply chain to

reduce Scope 3 supply chain emissions

and improve climate resilience.

• Utilities purchasing strategy

to purchase only 100% REGO-

backed renewable electricity

that meets net zero carbon

additionalityrequirements.

• Proactive asset management

andcapital investment strategy to

decarbonise portfolio, and adapt for

physical impacts of climate change.

• Incident management plan/

procedures in place to react

to extreme weather incidents

efficientlyand effectively.

• Active horizon scanning for new/

changes to legislation.

• Governance structure in place with

clear Board oversight for climate-

related issues.

• Monitor performance against

key ESGtargets (GRESB, TCFD,

FTSE4Good,MSCI), with expectations

setas to where we should be.

• Adopt internal carbon price to

incentivise decarbonisation and a

neutralisation-based offsetting strategy

to mitigate residual emissions.

• Developed and published our

Sustainable Construction Framework.

Key

Increased Decreased No change

Emerging

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISKS AND UNCERTAINTIES continued

Summary of principal risks and uncertainties continued

PRINCIPAL RISK

Technology

Risk description

Significant loss of personal or confidential data or disruption to the corporate systems either through cyber attack or

internal theft/error.

Falling victim to a cyber security incident, either targeted or at random.

Decreased operational capacity due to system disruption or incompatibility with new ways of working.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Maintain and enhance a

secure IT environment that

discourages attacks and

informs us when issues

have been detected and

provides us with greater

operational capacity

• Threat actors attempting

to compromise systems

through social engineering,

prolonged remote attacks or

physicalaccess.

• Changes to operational

design, bringing requirements

for improvements to

digitalinfrastructure.

• The actions of our people; both

unintentional and intentional.

• Significant loss of personal or

confidential data, or disruption

tothe corporate systems.

• Reputational and/or financial

damage with increased scrutiny

including sanctions andfines.

• Reduced benefits from

operational efficiencies.

• Defined governance structure for

InformationSecurity.

• Technical security controls aligned to

SANS CIS Critical Security Controls.

• Security Operations Centre (SOC)

and Security Incident & Event

Management(SIEM).

• Information Security Incident

Management procedures in place to

react to any threats identified by our

SOC &SIEM.

• Full suite of awareness activities.

• Agreed Information Security Strategy &

Technical Security Roadmap.

• Information Security and Data

Protection policies inplace.

• Scheduled Internal

Phishingcampaigns.

• Mimecast intercepts potentially

harmful emails.

• Monitoring of emerging cyber threats.

• Programme and project-level

governance, reporting and oversight.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

PRINCIPAL RISK

Financial

Risk description

Inability to fund our operations efficiently and deliver our future growth plans.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Manage our balance sheet

liquidity within tolerable

levels and maintain

compliance with our

debtcovenants

• Geopolitical factors influencing

market sentiment.

• Reduced access to capital

markets due to external factors

e.g. global financial crisis.

• Significant reduction in revenue,

or other adverse business event,

affecting the market’s perception

of Unite Students’ risk and

futureperformance.

• Significant reduction in property

valuations or increase in debt.

• Increased financing costs

leading to reduced profitability

and property values (through

resulting expansion of valuation

yields and lower valuations).

• Possible forced sales at

belowvaluation.

• Slowdown in development activity.

• Breach of covenant could lead to

an event of default followed by

repayment demand.

• Movements in interest rates and the

impact of different outcomes are

considered at the Treasury Committee.

• Minimum hedge ratio of 75% is

defined in the COGs. Debt is fixed rate

or hedged with swaps orcaps.

• Revolving Credit Facility to provide

liquidity headroom.

• Treasury Committee routinely reviews

capital commitment.

• Maintain good relationships

withlenders.

• We manage the balance sheet ratios

defined in capital operating guidelines.

• Funding strategy periodically approved

by the Board.

• Monitoring of covenants across a

range of income scenarios and risks.

• Increasing attention on ICR covenants,

with six-monthly monitoring.

Risk description

Internal controls are exploited to allow individuals to gain from asset misappropriation, fraudulent financial statements and corruption.

Objective Events that may trigger the risk Potential impact How we monitor and mitigate

Maintain adequate controls

to minimise the likelihood

of fraudulent activity

• Deficiencies in control design.

• Inadequate segregation of duties.

• Employee disengagement

with the business or external

motivation to act contrary to

ourvalues.

• Loss of assets or funds.

• Significant loss of personal or

confidential data or disruption

tothe corporate systems.

• Independent verification of year-end

account by our external auditors.

• Internal audit programme to review

internal control of high-risk areas to

the business.

• Documented segregation of duties

within IT and financial systems.

PRINCIPAL RISKS AND UNCERTAINTIES continued

The Strategic Report on pages 2–79 was approved, on 27 February 2024, by the Board and is signed on its behalf by:

Joe Lister

Chief Executive Officer

Key

Increased Decreased No change

Emerging

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

CHAIR’S INTRODUCTION TO GOVERNANCE

BOARD

GOVERNANCE

OVERSEEING

STRONG

PERFORMANCE IN

A CHALLENGING

ECONOMIC

ENVIRONMENT

“We continue to see increasing demand

for high-quality, purpose-built student

accommodation. Affordability and

ongoing cost-of-living pressures

continue to be key concerns for

students, parents and universities

and the Board continues to oversee

how we deliver high-quality, safe and

secure, value-for-money homes for our

customers and university partners.”

Richard Huntingford

Chair

The Board and our Committees govern the business with a focus

on our three strategic objectives, balancing in-year operational

and financial performance with longer-term responsible and

sustainable performance. The Board oversees how we will

keep delivering for our customers and universities through

ongoing investment in our best-in-class operating platform.

With increasing wellbeing concerns among young people, we

introduced an enhanced Support to Stay framework in 2023. The

business was named the Student Accommodation Operator of

the Year at Property Week’s RESI Awards 2023, for a second year

running, recognising our people’s commitment to supporting

customers’ mental and physical health alongside wider diversity

and inclusion initiatives. This award comes from the hard work,

kindness and dedication of our people serving our customers

and living by our values, especially creating room for everyone

and keeping us safe. On behalf of the Board, I would like to thank

them for another excellent year.

BOARD FOCUS AREAS IN 2023

• Delivering for our customers and

universities: oversight of in-year

investment in our operating platform,

with the launch of our new Support to

Stay framework, alongside longer-term

investment in our digital capabilities

and technology platform.

• Responsible and resilient business:

oversight of progression in our net zero

carbon 2030 journey with the launch of

our Sustainable Construction Framework,

our roadmap to sustainable design and

construction for new developments

and refurbishments kickstarted in 2023,

as well as over £8.2million in energy-

efficient capital projects.

• Attractive returns for our

shareholders: a focus on earnings,

balancing strong rental growth with

customer affordability and our university

partnerships, whilst overseeing longer-

term growth opportunities through a

sustainable development pipeline.

• Safety: ensuring a safe and secure home

with a continued focus on customer

safety and wellbeing, providing access

to a 24/7 Student Wellbeing Helpline

and Digital Therapy services, alongside

completing fire safety improvements

on 16 buildings across our estate

during 2023 and plans for ourongoing

futureremediation.

• Board succession planning and

diversity: CEO and CFO succession

planning alongside bringing wider

diversity to the Board.

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

CHAIR’S INTRODUCTION TO GOVERNANCE continued

The Board’s focus on our second strategic objective, creating a

responsible and resilient business, continues as we implement

our Sustainability Strategy. Through the detailed work of the

Sustainability Committee, we continue to oversee progress

towards becoming net zero carbon across our operations and

developments by 2030, as well as ensuring compliance with

future energy performance certificate (EPC) requirements.

Thiswork also extends to wider social and community initiatives,

overseeing wider access to Higher Education through the Unite

Foundation and sector-leading diversity research in Higher

Education. For more detail, see Sustainability on page 48

andthe Sustainability Committee report on page120.

Alongside the Board’s focus on our customers, university

partners and being a responsible business, the Board

alsocontinued its focus on delivering attractive returns for

shareholders, carefully balancing optimal occupancy with rental

growth and affordability. These returns depend on the quality,

location and scale of our portfolio and through 2023 the Board

oversaw the delivery of 1,620 new or refurbished beds, along

with new sites in strong university locations (Nottingham,

Bristol, Stratford (London) and Glasgow), delivering long-term

growth through a sustainable development pipeline.

The safety of our customers and employees is one of our

key risks and a key governance area for the Board. In 2023,

the Board continued its focus and substantial investment

in fire safety, completing fire safety improvements on 16

buildings across our estate. The Health & Safety Committee

Report on page 123 provides more information on our

safetygovernance.

On 31 December 2023, Richard Smith stepped down as

ChiefExecutive, after 13 years with Unite Students and being

Chief Executive since 2016. Richard has played a key role in

the success and growth of Unite Students and on behalf of the

Board and everyone at Unite Students, I would like to thank

himand wish him well for thefuture.

Joe Lister was appointed as Chief Executive, having been with

Unite Students for 22 years and spending 15 years as our

ChiefFinancial Officer. Following Joe’s appointment as CEO,

Mike Burt, our Group Investment Director, was promoted

to Chief Financial Officer and joined the Board on 1 January

2024. I very much look forward to working with them in their

new roles and am confident that under Joe’s leadership, Unite

Students can continue to build on its success to date.

During 2023, we also welcomed Angela Jain to the Board as a

Non-Executive Director. Angela brings a wealth of knowledge

and understanding of young people and their changing needs,

along with wide-ranging digital, brand and communication

expertise, from her extensive experience in unscripted

television focused on younger audiences. I am delighted she

has joined the Board and look forward to working with her.

The Board continues to see increasing demand for high-

quality, purpose-built student accommodation in the cities and

with the universities where we are located. Affordability and

ongoing cost-of-living pressures continue to be key concerns

for students, parents and universities and the Board continues

to oversee how we deliver high-quality, safe and secure, value-

for-money homes for our customers and university partners.

The following pages explain how our governance has supported

the delivery of our strategy through 2023 and how it will continue

to support our growth and sustainability in the longer-term.

Richard Huntingford

Chair

27 February 2024

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD OF DIRECTORS

Richard Huntingford

Chair

Richard joined the Board on

1 December 2020 and became

Chair on 1 April 2021. Richard

becameChair of the Nomination

Committee on the same date.

Relevant skills, experience

and contribution

Richard is a chartered accountant,

and has over 30 years of plc board

experience including as Chief Executive

of Chrysalis Group plc between 2000 and

2007 and as a Non-Executive Director

of Virgin Mobile Holdings (UK) plc. His

Chair roles have included Wireless Group

plc (formerly Media plc), Creston plc

and Crown Place VCT plc and Richard

iscurrently Chair of Future plc.

Richard’s proven FTSE Chair experience

and wider Non-Executive and Executive

experience helps us ensure best practice

in Board effectiveness and corporate

governance. His wealth of experience

in public company governance

and leadership, corporate finance,

investment, business development,

investor relations and media helps

us drive our strategy development

and effective engagement with our

widerstakeholders.

External appointments

• Future plc (Chair)

Joe Lister was appointed Chief Executive

Officer with effect from 1 January 2024.

Joe joined Unite Students in 2002 and

was previously Chief Financial Officer

(since January 2008) and before that held

a variety of roles including Investment

Director and Corporate Finance Director.

Relevant skills, experience

and contribution

Through his various roles at Unite

Students, Joe has been integral to the

design and delivery of the Group’s

strategy, sustainable growth and financial

performance with his deep experience of

our business and thesector.

As Chief Executive, Joe now leads on

the development, implementation and

communication of the Group’s strategy

and ongoing performance.

External appointments

• Helical PLC

(Non-Executive Director)

Joe Lister

Chief Executive Officer

R H SA N A R H S

Mike joined Unite Students in 2019

and became Chief Financial Officer on

1 January 2024, after working as the

Group’s Investment Director.

Relevant skills, experience

and contribution

Mike has a wealth of financial experience,

having started his career working in

corporate finance across a range of

sectors. Prior to joining Unite Students,

Mike spent 10 years as a research

analyst covering real estate companies

in the UK and on theContinent, most

recently at ExaneBNP Paribas.

Mike has a strong track record

of leadingour investor relations,

sustainability commitments, and

as amember of the Executive

team. Priortohis appointment as

Chief Financial Officer, Mike was

responsiblefor our investment

strategyand asset management.

External appointments

None

Mike Burt

Chief Financial Officer

AN SR HN

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD OF DIRECTORS continued

Ross joined Unite Students in September

2017 and became the Audit Committee

Chair in January 2018.

Relevant skills, experience

and contribution

Ross is a former Chief Financial Officer

of Stagecoach Group and Non-Executive

Director of Virgin Rail Group Holdings

Limited. Ross has experience in

finance, business development and

legal, gained from his finance role at

StagecoachGroup.

Ross contributes to the Board with his

many years’ experience of managing

finance in a complex operational

business similar to our own. He also

brings valued insight to innovation as

we continue to enhance our service

offer for student customers. Ross uses

his financial and broader business

experience as Chair of the Audit & Risk

Committee, helping oversee the Unite

Group’s financial rigour and delivery.

External appointments

• Institute of Chartered Accountants

ofScotland

(Business Policy Panel member)

Committee key

Nomination Committee member

Audit & Risk Committee member

Remuneration Committee member

Health & Safety Committee member

Sustainability Committee member

Committee Chair

Composition of the Board

Chair

Executive Directors

Non-Executive Directors

Gender diversity

40%

60%

Female

Male

Non-Executive Director

Independence

Non-Executive Directors

Independent Non-

Executive Directors

Ross Paterson

Non-Executive Director

AN R H S

Nicky joined the Board on

1 September 2022 and was

appointedSenior Independent

Directorand Chair ofthe

RemunerationCommittee with

effectfrom 1 March 2023.

Relevant skills, experience

and contribution

Nicky is a chartered accountant

and a proven business leader with

an established plc track record and

extensive experience in consumer-facing

markets, including as Chief Executive of

Hobbs between 2008 and 2014. Prior to

this, Nicky was also the Finance Director

of Marks & Spencer’s Food Division

in a career at the retailer spanning

1982–2005.

Nicky has extensive Non-Executive Director

experience, which includes chairing

remuneration and audit committees, and

as a Senior Independent Director. Nicky’s

previous board appointments include

Marshall Motor Holdings, Huntsworth

andNotcutts.

As Senior Independent Director of Unite

Group, Nicky supports the Chair in the

effective running of the Board, and as

Chair of the Remuneration Committee,

helps ensure the Executive Directors’

and broader senior leadership’s

remuneration is aligned to the long-term

sustainable success of Unite Group.

External appointments

• WH Smith Plc

(Non-Executive Director)

• Redrow Plc

(Senior Independent Director)

Nicky Dulieu

Senior Independent Director

AN R H S

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD OF DIRECTORS continued

Ilaria del Beato

Non-Executive Director

Ilaria was appointed a Non-Executive

Director in December 2018. Ilaria is also

our Designated Non-Executive Director

for Workforce Engagement.

Relevant skills, experience

and contribution

Ilaria is CEO of Frasers Property UK,

part of Frasers Property, a global real

estate group. Ilaria was formerly CEO

of GE Capital UK, a regulated bank and

corporate lender and led GE Capital

Real Estate UK, a commercial real

estateinvestor, developer and lender.

Ilaria brings over 30 years of

experience in real estate, including asset

management, investment and lending,

to the Unite Group. This experience

is vital to the Unite Group as we

navigate the ongoingand upcoming

market uncertainties and increasing

professionalisation of the sector.

External appointments

• Frasers Property UK (CEO)

Dame Shirley joined the Board in

November 2019 as a Non-Executive

Director and was appointed Chair of our

SustainabilityCommittee in June 2021.

Relevant skills, experience

and contribution

Dame Shirley has held Chair, senior

Executive and Non-Executive roles at

board level in Higher Education, health

and policing, with experience of both the

public and private sectors. She was Vice

Chancellor of Loughborough University

from 2006–2012 and was board member

at the Higher Education Funding

Council for England, the Universities

and Colleges Employers Association,

and the Healthcare Commission, as well

as a Non-Executive Director of Health

Education England, and the Norfolk,

Suffolk and Cambridgeshire Strategic

Health Authority. She was appointed

CBE in 2005 for services to education in

the NHS and in 2014 appointed DBE for

services to HigherEducation.

Dame Shirley brings her wide-ranging

and hands-on experience in the Higher

Education sector to the Board, which is

especially critical at a time of ongoing

change in the sector. As Chair of the

Sustainability Committee, Shirley helps

ensure appropriate oversight of our

Sustainability Strategy.

External appointments

• Higher Education Quality Assurance

Panel for the Ministry of Education

inSingapore

• Royal Anniversary Trust (Trustee)

• HCA (Advisory Board member)

Thomas joined as a Non-Executive

Director in November 2019 following the

Unite Group’s acquisition of Liberty Living

from Canada Pension Plan Investment

Board (CPPIB).

Relevant skills, experience

and contribution

Thomas has been the head of CPP

Investments’ UK real estate business

since 2015 and is responsible for CPP

Investments’ entry into a number of new

real estate sectors, including student

housing, life sciences and the build-

to-rent sector. In addition to sitting on

our Board, he sits on a number of CPP

Investments’ office, retail and logistics

joint venture boards. Beyond the UK, he

is responsible for CPP Investments’ real

estate investment activity in Germany

and the CEE regions.

Thomas was previously a Vice President

in the real estate investment banking

team at Macquarie Bank and focused

on M&A transactions within the UK

andEuropean public and private real

estate companies.

He brings wide-ranging real estate

experience from the student housing

sector and wider build-to-rent sector.

Hisinternational experience is invaluable

for the Board, helping provide a wider

perspective on developments in

real estate as the Board progresses

furtheritsstrategic thinking.

External appointments

• Canada Pension Plan Investment

Board (Managing Director, Head

ofReal Estate, UK)

Dame Shirley Pearce

Non-Executive Director

Thomas Jackson

Non-Executive Director

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD OF DIRECTORS continued

Professor Sir Steve joined the Board on

1April 2020 and was appointed Chair

of our Health & Safety Committee in

July2020.

Relevant skills, experience

and contribution

Professor Sir Steve brings his wealth

of experience in the Higher Education

sector. He was the Vice-Chancellor and

Chief Executive of the University of

Exeter from 2002 to August 2020. Sir

Steve was the President of Universities

UK (UUK) (2009–2011), Chair of UCAS

(2012–2019), served on the boards of

UUK and the Russell Group, and was

Chair of the UUK International Policy

Network (2014–2020).

Between 2007 and 2010, he led

for Higher Education on the Prime

Minister’s National Council of Excellence

in Education, which provided advice

to government about strategy and

measures to achieve world-class

education performance for all children

and young people. Sir Steve was knighted

in 2011 for services to Higher Education

locally and nationally.

His extensive experience in the Higher

Education sector contributes to the

way the Board navigates a changing

Higher Education sector, particularly

the development of strong university

partnerships. Sir Steve Chairs our Health

& Safety Committee.

External appointments

• Chair of the Liveable Exeter

PlaceBoard

• Trustee for Fulbright Programme

Angela was appointed a Non-Executive

Director on 1 August 2023.

Relevant skills, experience

and contribution

Angela works in the commercial

television industry and for the past

12 years has held Senior Executive

roles at ITV. She is currently Director

ofUnscripted, UK.

Having sat on the boards of BusinessLDN

and ITN, Angela brings with her strong

insights into the broader business

community, government and

keystakeholders.

Through Angela’s experience with

younger audiences, particularly relating

to wellbeing and safeguarding, she

contributes to the Board’s better

understanding of the needs, wants

andbehaviours of Unite Students’

customer base.

External appointments

• ITV (Director of Unscripted, UK)

Committee key

Nomination Committee member

Audit & Risk Committee member

Remuneration Committee member

Health & Safety Committee member

Sustainability Committee member

Committee Chair

Chris was appointed Company Secretary

and Unite Group Legal Director in 2013.

Relevant skills, experience

and contribution

Prior to Unite Students, Chris held

General Counsel roles at GE, MTV

Networks and other multinationals.

He was previously an M&A/corporate

and commercial lawyer at Clifford

Chance and Baker McKenzie. Chris uses

his general counsel and corporate/

commercial legal experience to ensure

our corporate and risk governance is

aligned with our business activity.

External appointments

• The West of England

Friends Housing Society

(Board Trustee)

Professor Sir Steve Smith

Non-Executive Director

Angela Jain

Non-Executive Director

Chris Szpojnarowicz

Company Secretary

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD STATEMENTS

Compliance with the Code

Requirement Board statement More information

The Unite Group PLC is listed on the

London Stock Exchange and is subject to the

requirements of the UK Corporate Governance

Code 2018 (the Code). The Board is required to

apply the principles of the Code and to either

comply with the provisions of the Code or,

where it does not, explain the reasons for

non-compliance.

The Code is available at www.frc.org.uk.

The Board considers that the Company has,

throughout the year ended 31 December 2023,

applied the principles and complied with all of

the provisions set out in the Code.

Details on how the Company has applied the

principles and complied with the provisions can

be found throughout this Corporate Governance

section of the Annual Report.

The table below on page 88 details where

disclosures against the principles of the

Codecan be found in this Corporate

GovernanceReport.

Listing Rule – Board diversity

Requirement Board statement More information

In accordance with the requirements of Listing

Rule 9.8.6R(9), the Board is required to provide

a statement as to whether it has met certain

targets related to gender and ethnic diversity

atBoard level.

The Board confirm that as at 31 December 2023,

all three diversity targets were met:

1. 40% of the Board were women.

2. One of the senior Board positions

(theSenior Independent Director) was

heldbyawoman.

3. One Director was from an ethnic

minoritybackground.

More details on the Company’s compliance

with the Listing Rules relating to Board diversity

amongst the Board and Executive management

can be found on page 111.

Going concern

Requirement Board statement More information

The Board is required to confirm that Unite

Group has adequate resources to continue in

operation for the foreseeable future.

After making enquiries and having considered

forecasts and appropriate sensitivities, the

Directors have formed a judgement, at the

time of approving the financial statements, that

there is a reasonable expectation that Unite

Group has adequate resources to continue in

operational existence for the foreseeable future,

being at least 12 months from the date of these

financial statements.

More details on the Going Concern statement

can be found on page 183.

BOARD STATEMENTS

Under the UK Corporate Governance Code, the Board is required to make a

number of statements.

These statements are set out below:

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD STATEMENTS continued

Viability statement

Requirement Board statement More information

The Board is required to assess the viability of

the Company taking into account the current

position and the potential impact of the principal

risks and uncertainties set out on pages 67–79.

Taking account of the Company’s current

position and principal risks, the Directors have

a reasonable expectation that Unite Group will

be able to continue in operation and meet its

liabilities as they fall due over the three-year

period to December 2026.

More details on the Viability statement can be

found on page 71.

Principal and emerging risks facing the Group

Requirement Board statement More information

The Board is required to confirm that it has

carried out a robust assessment of the principal

and emerging risks facing the Company and

include a description of these principal risks,

what procedures are in place to identify

emerging risks, and an explanation of how

theseare being managed or mitigated.

A robust assessment of the principal and

emerging risks facing the Company was

undertaken during the year, including those

arising from climate change and those that would

threaten its business model, future performance,

solvency or liquidity, together with an assessment

of the procedures to identify emerging risks.

Information around key risks and risk

management processes and how they are

beingmanaged or mitigated can be found on

pages 67–79 and on page 117 of the Audit & Risk

Committee Report.

Risk management and internal control

Requirement Board statement More information

The Board is required to monitor the Company’s

risk management and internal control systems

and, at least annually, carry out a review of

theireffectiveness.

The Board conducted a review of the

effectiveness of the internal controls, supported

by the work of the internal audit team and their

reports to the Audit & Risk Committee.

Through the Board’s governance role,

itconsidered principal risks as part of its

decision-making during 2023. See page

104 for further information.

No significant weaknesses were identified

through the course of the reviews.

Details on the systems of risk management

and internal control and the review of their

effectiveness can be found on page 117.

Fair, balanced and understandable

Requirement Board Statement More information

The Board should confirm that it considers

the Annual Report, taken as a whole, is fair,

balanced and understandable and provides

the information necessary for shareholders to

assess the Company’s position and performance,

business model and strategy.

The Directors consider that the Annual

Report, taken as a whole, is fair, balanced

andunderstandable and provides the

information necessary for shareholders

to assess the Company’s position and

performance, business model and strategy.

See the Audit & Risk Committee Report on

pages114.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

Board leadership and Company purpose Page

A. Long-term sustainable success and contribution Pages 12–17 and 99–101

B. Purpose, values and culture Pages 89–92

C. Resources and control framework Pages 67–79 and 92

D. Engagement with shareholders and stakeholders Pages 16–17, 94–96 and 99–101

E. Workforce policies and practices Pages 16, 51 and 94–95

Division of responsibilities Page

F. Board leadership Pages 89–96

G. Board composition and responsibilities Page 97

H. Role and commitment of Non-Executive Directors Page 97

I. Board effectiveness Page 109

Composition, succession and evaluation Page

J. Board appointments, succession plans and diversity Pages 110–113

K. Board experience, skills and knowledge Pages 82–85, 97 and 110–111

L. Board evaluation Page 109

Audit, risk and internal control Page

M. Internal and external audit – independence and effectiveness Pages 117–119

N. Fair, balanced and understandable Page 116

O. Risk management and internal controls Pages 67–79 and 117

Remuneration Page

P. Remuneration policies and practices – long-term strategy and success Pages 129–162

Q. Development of policy on remuneration Pages 127, 129, 133–140

R. Judgement and discretion Pages 129, 134, 137–156

Compliance with the Code

The Company’s disclosures on its application of the

principles of the Code can be found in the table below:

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD STATEMENTS continued

BOARD LEADERSHIP AND PURPOSE

The Board is responsible for establishing the Company’s purpose, strategy and values, promoting its culture,

overseeingits conduct and affairs, and for promoting the long-term sustainable success of the Company,

generatingvalue for shareholders and contributing to widersociety.

Our purpose – creating a Home for Success

The Board has defined our common purpose: creating a Home

for Success, a foundation where students can thrive. We provide

homes which are more than a space to live and where students

feel they belong to a community. Our purpose describes our

shared commitment and motivation and contributes to the delivery

of our strategic objectives by informing the development of our

business model and strategy, operating practices, approach to risk

and how we engage with our stakeholders.

How the Board leads on our purpose

Home for Success is about giving the tens of thousands of

students that come to live with us, each year from across the

world, the right foundation to enable them to achieve their goals

and ambitions. The Board oversees our service proposition and

how we provide a place where students belong and have access

to support. Our operating model provides 24/7 round-the-clock

support, 365 days a year across all our properties. During 2023,

we launched a student assistance programme providing 24/7

access to a counsellor-led triage service over the phone. This

wellbeing helpline provides a safety net for our students and

demonstrates our commitment to mental health support.

Our purpose of Home for Success, linked to our value of Doing

what’s right, led to the Board’s decision to award 2023 and 2024 pay

increases, using a tiered approach, to ensure we can give our lowest

paid employees the most meaningful support, while maintaining

our commitment to being an accredited Living Wage employer.

Good governance remains a priority and the Board supported

refreshed training for each employee across the business on key

policies, including our Code of Ethics and Whistleblowing Policy.

Our Code of Ethics sets out guidelines for employees to follow,

while our Whistleblowing Policy encourages employees to raise

any concerns in confidence. These policies and training reinforce

for our employees our commitment to always acting with

integrity and our zero tolerance of bribery and corruption.

As an established provider of choice for more than 60 UK

universities, Home for Success is also about supporting our

university partners to deliver a great student experience. Our

nomination agreements with universities cover over half of our

reservations for the 2023/24 academic year and it is through our

long-standing relationships that we have been able to secure

multi-year agreements and support additional demand. We

regularly engage with our university partners to understand

their long-term aspirations, accommodation requirements and

evolving expectations around student welfare. This means our

offer is built around the priorities of students and universities

alike. Unite Students is trusted by universities to deliver a safe

and high-quality student experience where everyone’s wellbeing

is prioritised. Our focus on our Home for Success purpose and

our support to students is demonstrated through our Support to

Stay initiative launched in 2022, which provides support to help

our students fulfil their potential despite any physical, medical or

mental health difficulties. Our student support team is focused

on creating and maintaining a supportive and productive

environment for students and we work collaboratively with

Higher Education institutions to achieve this.

With our people being at the heart of our business, the

Board’s focus on Home for Success is also about ensuring an

environment where our employees can grow, develop, succeed

and belong. The Board is driven by our commitment to develop

diverse and inclusive teams, filled with positive energy and

new ideas. We provide a range of career pathways and make

opportunities for progression available to all, and are focused on

being an employer of choice.

During 2023, we launched our dedicated General Manager

learning programme to support the development of our General

Managers and help them thrive in their roles.

How the Board monitors our culture

Our culture defines what makes Unite Students a great place

to work and a great Company to do business with, and this

forms the fundamental basis for our governance. The Board

monitors corporate culture through interaction and dialogue

with our people through our Designated Non-Executive Director

for Workforce Engagement and through regular employee

engagement surveys and site visits. The Board also meets

the wider business when visiting properties and seeing our

operations, helping ensure our values and culture are well

understood and giving our people the opportunity for frank and

open feedback and the sharing of different views. During 2023,

this included the Board visiting properties in Bristol, London and

Nottingham and meeting with the local teams, learning about

their experiences of working at Unite Students and with our

customers and university partners.

Our employee surveys help measure engagement through their

participation rates, as well as the feedback received across

the broad range of topics surveyed. Our DEIB and Wellbeing

survey helped the Board to identify areas for improvement

andfeedback on the environment which our employees want

tocreate for themselves and our customers.

Our Higher Education Trust score monitors how universities

view us and provides insight on our culture from our external

stakeholders. Our initiatives undertaken to support our values,

mentioned on pages 90–91, reflect our values-led culture.

Our values and culture

Aligning with our purpose of Home for Success, the Board has

defined our values: Creating room for everyone, Keeping us safe,

Doing what’s right and Raising the bar together. Pages 90

–91

set out our values in action throughout 2023. These shape our

culture, our ambitions, the things we believe in and how we act.

They connect us and drive our behaviours. As we progress on

our journey, we do so with an enhanced commitment to Doing

what’s right. This goes beyond regulatory compliance and relates

to all aspects of the business including the impact on our people

andcommunities.

Through our Culture Matters employee forum, our employees’

voice remains front and centre, ensuring dialogue between the

Board and the wider business. The relationships built within the

forum have allowed for meaningful and open conversations with

actions taken to contribute to our Home for Success purpose.

Ilaria del Beato, our Designated Non-Executive Director for

Workforce Engagement, attends the forum meetings where she

demonstrates the commitment of the Board through supportive

and informative dialogue. Ilaria provides feedback to the Board to

inform its decision-making (more details on Ilaria’s role and activities

this year can be found on page 94). In particular, this feedback helps

inform how we develop greater gender and ethnic diversity in our

senior leadership and create a more diverse workforce.

The Board has ultimate responsibility to shareholders for all

Unite Group’s activities as well as a broader responsibility to

consider the views of other key stakeholders including our

customers, universities, employees and the communities we

operate in; as well as considering environmental and social

issues when making decisions. This responsibility is intertwined

with our purpose.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD LEADERSHIP AND PURPOSE continued

Being authentic and striving for a truly diverse and

inclusive environment

Unite Students is a business that strives to be welcoming

and inclusive to all, and where every individual is respected

and valued. We create a culture where difference is valued

so our employees and customers feel they belong. The

Board has zero tolerance for any form of discrimination

and embraces cultural diversity to provide a positive

working environment that enables everyone to be their

true selves, creating a sense of belonging foreveryone.

Our first Diversity, Equity, Inclusion, Belonging and

Wellbeing strategy, We are US, was launched in 2022.

The strategy is authentic to Unite Students and was built

after listening to and learning from employees across the

business. Our commitment to diversity, equity, inclusion,

belonging and wellbeing is an essential component of our

dedication to providing a Home for Success. We are US

sets out our strategic ambition to provide the foundation

on which we canbuild our success mindset.

Safety is at the heart of our brand and at the core

of everything we do

The Board believes we are at our best when everyone

around us is at their best. Looking after everyone’s

wellbeing, both physically and mentally, remains the

Board’s key priority. We do not take shortcuts when

it comes to health and safety, and work hard to make

our people, and the students who live with us, safe and

supported. Safety is not just something else we do, it is

part of everything we do and is woven through the entire

business and culture.

Through the Board and Health & Safety Committee’s

oversight, we carried out a comprehensive physical security

review of our entire estate to better understand the risks

and create more tailored mitigation plans. 2024 will see

the implementation of additional security improvement

measures keeping our people and the students who live

with us safe and supported.

Our values in action

•

12 interns joined us on a 10-week paid placement,

for our second year, taking part in the 10,000 Black

Interns programme.

•

Six industrial placement students joined us for

12months.

•

Commitment of 1% adjusted profits to social

initiatives every year, including the Unite Foundation.

•

228 employees took part in our Instinctive Inclusion

training, part of our Diversity, Equity, Inclusion,

Belonging and Wellbeing strategy.

•

Awarded the Diversity Champion Corporate Award

and International Inclusion award at the Diversity &

Inclusion Awards 2023 by Diversion.

Our values in action

•

A decrease in reports of injuries, diseases and

dangerous occurrence regulations (RIDDOR)

accidents, with one report in 2023 (2022: 7).

•

24/7 staff presence, 365 days a year across all

ofourproperties.

•

Launch of 24/7 wellbeing and mental health

telephone service to students through our Support

toStay framework.

•

Rolled out increased student welfare training across

the operational business.

•

Body-worn cameras available in properties.

OUR VALUES

The Board’s continued oversight of our values guides the organisation in

delivering our purpose of a Home for Success, where everyone feels they

belong, has their voice heard and is treated fairly.

Creating room

for everyone

Keeping

us safe

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD LEADERSHIP AND PURPOSE continued

Always operate with a highly ethical, collaborative

and solution-driven mindset

Being a responsible business is part of our DNA. The Board

always looks to do the right thing in the right way, creating

trust for all our stakeholders and the communities we

operate in. This drives the Board’s actions and decisions,

as demonstrated by the Board’s leadership in the decision

to award our largest ever annual pay increases in January

2023, and January 2024, of 10% to the majority of our

operational team members and team leaders, to help

withthe continued cost-of-living pressures.

Continuously focused on improving the way

thingsare done

The Board’s ambition is to constantly strive to be better,

by embracing an inquisitive mindset and exploring

the potential of our people’s own development. This

means focusing on our own expertise and building on

that. We are committed to leading positive change with

sector-leading research and insight, which helps inform

us and understand what really matters to students

–

driving efficiency, effectiveness and a great customer

experienceevery time.

Our values in action

•

Commitment to net zero carbon by 2030.

•

Real Living Wage employer.

•

Gold Investor in People accreditation.

•

£86 million invested in replacement

ofcladding during 2023.

•

719 Unite Foundation scholars supported since 2012

and 344 scholars graduated.

•

29 Positive Impact community projects and 20 Silver

and 9 Gold Awards made.

•

Partnered with Streets of Growth, a youth

intervention charity.

Our values in action

•

Increased customer satisfaction NPS score of

+42(2022: +38).

•

Service improvements driven by employee and

customer feedback.

•

Expansion of Resident Ambassadors programme

with increased focus on diversity and inclusion.

•

Roll out of General Manager learning programme.

•

Refreshed corporate policies training, including Code

of Ethics and Whistleblowing.

•

Student Accommodation Operator of the Year at

Property Week’s RESI Awards 2023.

•

Property Week’s Alternative Team of the Year

Award2023.

Click here for more about

our culture and values.

Doing

what’s right

Raising the

bar together

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD LEADERSHIP AND PURPOSE continued

Class of ‘23

During 2023, we hosted a series of Class of ‘23 events that

took place within our cities ahead of the 2023/24 academic

year. These events allowed the opportunity for employees to

discuss with senior leaders our plans and strategy to deliver on

our core purpose, Home for Success, and create opportunities

for all through our People strategy. In addition, it allowed

teams to agree local actions based on the latest surveys and

to recognise and celebrate individual and team performance

from across theyear.

Unite Live

Unite Live provides employees with an opportunity to

engage directly with our Chief Executive Officer and the senior

leadership team through an online forum. Any question can be

tabled about working at Unite Students with regular questions

relating to safety, wellbeing and diversity.

We update our people on business developments through

weekly updates from our Communications team and via a

range of platforms including the employee intranet, the Hub.

Board oversight

The Board discharges some of its responsibilities directly

and others through Committees and senior management.

Terms of Reference for the Committees are available in our

Governance Framework, published on www.unitegroup.com/

about-us/corporate-governance. To discharge their broader

responsibility effectively, the Unite Group operates in an

open, harmonious and transparent manner, ensuring open

communication between the Board and the business and

itsstakeholders.

During 2023, the Board listened and heard directly from the

leadership team, the wider business and our stakeholders.

The Board engaged with our employees and stakeholders on

the impact of the rising cost-of-living pressures, employee and

student wellbeing and support, as well as our environmental

and social impact.

The Board receives updates on business performance from

our leadership team, including the Chief Customer Officer,

Group Investment Director, Group Development Director,

Group People Director, Chief Strategy Officer, Group Safety

Director, Group Finance Director, Head of Sustainability,

HigherEducation Engagement Director and Group Legal

Director & Company Secretary (among others).

The Board is also responsible for:

• Assessing, monitoring and promoting the Company’s culture,

and ensuring that this closely aligns with its purpose, values

and strategy (see page 90, Our Values).

• Ensuring the necessary resources are in place for the

business to meet its strategic objectives.

• Establishing workplace policies and business practices that

align with the Company’s culture and values and support its

strategy (see page 94).

• Overseeing the implementation of a robust controls

framework to allow effective management of risk, with

this oversight delegated to the Audit & Risk Committee

(seepage114).

• Effective succession planning for key senior personnel,

much of which is delegated to the Nomination Committee

(seepage 110).

The Board has ultimate responsibility to Unite Group’s

shareholders for all the Unite Group’s activities, as well as

a broader responsibility to consider the views of other key

stakeholders. These include our customers, universities,

employees, suppliers and the communities we operate in,

as well as considering environmental and social issues when

making decisions. All of the Board’s significant decisions are

considered having regard to Section 172 and specifically the

likely consequences of these decisions in the long term and

their impact on our stakeholders.

Pages 99–101 highlight how the Board has sought to

effectively consider and engage with our shareholders

andwiderstakeholders.

While the above summarises the key areas of Board

responsibility, it is not intended to be exhaustive.

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD LEADERSHIP AND PURPOSE continued

Board Committees

The Board has delegated certain responsibilities to its Committees, as detailed on the following pages.

The terms of reference for each Committee are reviewed annually.

The current membership of each Committee of the Board is set out in the chart below:

The Nomination Committee reviews

the structure, size, composition,

skills and experience of the Board

and focuses on succession planning

withdue regard to diversity.

Richard Huntingford

Ilaria del Beato

Nicky Dulieu

Ross Paterson

Dame Shirley Pearce

Professor Sir Steve Smith

Thomas Jackson

Angela Jain

The Health & Safety Committee

oversees the performance of the

Unite Group’s health and safety and

helps drive the Unite Group’s Safe

and Secure promise.

Professor Sir Steve Smith

Joe Lister

Ilaria del Beato

Dame Shirley Pearce

Angela Jain

The Sustainability Committee

oversees the implementation of

the Sustainability Strategy and

helps ensure Unite Students

is a responsible, resilient and

sustainablebusiness.

Dame Shirley Pearce

Ilaria del Beato

Joe Lister

Ross Paterson

The Audit & Risk Committee

oversees the financial reporting,

risk management and internal

controlprocedures.

Ross Paterson

Ilaria del Beato

Nicky Dulieu

Professor Sir Steve Smith

The Remuneration Committee

determines the remuneration policy

in consultation with shareholders for

the remuneration of the Board and

the implementation of this policy.

Nicky Dulieu

Ross Paterson

Dame Shirley Pearce

Professor Sir Steve Smith

Nomination Committee

Health & Safety Committee

Sustainability Committee

Audit & Risk Committee

Remuneration Committee

See Committee report 110 See Committee report 114 See Committee report 127

See Committee report 123 See Committee report 120

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD LEADERSHIP AND PURPOSE continued

How the Board operates and stakeholder engagement

The Board has an annual operating rhythm with an

agenda of items for the forthcoming year built around our

strategic objectives. The Board’s meetings are split between

strategy (considered in light of principal and emerging risks,

opportunities and the approval of specific investments above

certain thresholds, as well as ESG and longer-term sustainability)

and routine operational, property and financial updates

(providing context for the strategic discussions as wellas

governance oversight of in-year activity).

Meetings usually take place throughout the UK or in our

operating cities, and enable the Board to meet employees and

learn about their experiences and culture at Unite Students.

Workforce engagement and the role of our Designated

Non-Executive Director

The Board has designated one of its Non-Executive

Directors (Ilaria del Beato) to help ensure the views and

concerns of the workforce are brought to the Board and

taken into account following the framework of listen,

reflect and represent. Ilaria is CEO at a real estate group

and is thus well placed to understand current challenges

faced by employees.

Her role includes:

• Attending the Culture Matters forum.

• Monitoring our employee engagement surveys and

actions arising.

• Soliciting the views of employees on remuneration

structures and processes across the Unite Group.

• Collaborating with our Group People Director and

the wider People team who also hear the views of the

workforce directly.

• Providing feedback to the Board on people concerns

and the results of surveys and other liaisons.

By attending the Culture Matters forum and engaging with

people across our organisation, Ilaria is able to:

• Understand the concerns of the workforce and share

these at Board meetings.

• Ensure the Board, and in particular the Executive

Directors, take appropriate steps to evaluate the impact

of proposals and developments on the workforce and

consider what steps should be taken to mitigate any

adverse impact.

• Ensure plans are fed back to the workforce.

We continue to consider this engagement mechanism

to be the most appropriate and effective for our Group

as it facilitates an insightful two-way dialogue between

employees and the Board. This chosen mechanism

continues to be an effective and appropriate way to

gatherfeedback from the workforce.

Meetings were held in person this year with the flexibility

ofhybrid meetings to allow for increased participation from

across the business, including senior leaders who are regularly

invited to attend meetings and present to the Board. These

meetings provide the Board, and in particular the Non-Executive

Directors, with direct and open access to leaders throughout the

Unite Group and help build a culture of openness and directness.

In addition, subject matter experts are also invited to present

to the Board to give the Directors a broader and independent

perspective and to increase knowledge anddevelopment.

Further Information

DEIB and Wellbeing strategy

Positive Impact programme

121

Remuneration Committee

127

“The passion of the Culture

Matters forum members has

been inspirational throughout

the year, ensuring the

employee voice is heard.”

Ilaria del Beato

Non-Executive Director

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD LEADERSHIP AND PURPOSE continued

Workforce engagement continues to shape the Board’s

decision-making and, in particular, our Diversity, Equity,

Inclusion, Belonging (DEIB) and Wellbeing strategy. Through

2023, the Board’s decisions were primarily focused on our

people as well as safety and wellbeing. Our engagement

resulted in the following:

• Annual DEIB survey completed by employees to better

understand their needs and assess our progress.

• The development and transformation of our People policies

including our family leave policy and menopause policy.

• Introduction of a new grading framework providing

career progression pathways for our employees

acrossthebusiness.

• Increased learning catalogue as part of The Academy to

helpour employees take charge of their learning journey.

• The Board continued to support flexibility in our ways of

working. See more on pages 5, 16 and 101 on enhancing

thehealth and wellbeing of our employees and students.

• Launch of new initiatives to support employee wellbeing,

and improve experience inside and outside the office, as

part of our DEIB and Wellbeing strategy.

The Board, through the detailed work of the Remuneration

Committee, also monitors pay and practices across the wider

workforce with the Group People Director attending these

meetings to update on workforce initiatives and offer an

employee perspective to the Committee’s deliberations.

Remuneration

CommitteeReport

127

The Board also considers diversity, equity, inclusion, belonging

and wellbeing across the workforce, by considering (among

other things) our gender and ethnic diversity throughout the

Unite Group, as well as our gender pay gap.

Investment in workforce

The Company invests in our people, conscious that we can only

deliver a home for our students, and ultimately our purpose of

Home for Success, through our people. Our people are a key

stakeholder and how we engage with them and measure this is

set out on pages 16 and 99.

The Company is a fully accredited Real Living Wage employer

and provides recognition through pay awards, annual bonuses

for all employees, Round of Applause awards and our annual

employee scheme, Stars Awards, recognising individuals and

teams. Senior leaders are eligible to participate in the Long-

Term Incentive Plan. All employees are eligible to participate

inthe Company’s SAYE scheme.

Following the launch of The Academy in 2022, employees have

access to our learning catalogue which provides employees

with a personalised and tailored learning experience to help

take charge of their learning journey. Training continues across

the business on diversity, equity, inclusion and belonging,

safety, student support, sustainability, and leadership,

including our dedicated General Manager programme.

Our corporate induction days are highly interactive and

engaging providing key information about the business, roles

andproperties so that each new joiner has everything they

need to succeed at Unite Students.

As a responsible and sustainable business, creating diverse

and engaged teams is critical to our ongoing success.

Whistleblowing programme

The Board annually reviews our whistleblowing programme and

the nature of concerns raised. Our Whistleblowing Policy, and

a clear explanation as to how employees can raise a concern in

confidence, is readily available and published on our intranet.

This includes raising a concern via an independent third-party

if someone feels this is necessary. Concerns raised are then

investigated and escalated asappropriate. The Board was

pleased to see good awareness of the whistleblowing channel

and noted that no material concerns had been raised in 2023.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD LEADERSHIP AND PURPOSE continued

How we engage with our investors

The Board values effective communication with shareholders and other providers of capital to the business and welcomes

their views on the Unite Group’s approach to corporate governance. The Board creates sustainable value forour three types

ofinvestors: institutional, retail and debt.

Institutional investors Retail investors Debt investors

Investors attend our year-end and half-year

results presentations.

After the announcement of our results in

February 2023, our Executive Directors held

meetings with investors to ensure their

views were taken into consideration as we

continue to develop our strategy; to help

them understand the ongoing performance

of the business and our approach

todividends.

We held an investor property tour in

November showcasing our London

properties, Hayloft Point and Stratford

One. The tour also included our current

development properties, MeridianSquare

and Jubilee House. This propertytour

included meeting with our largestinvestors,

updating our progress around our

development pipeline and learning

more about the future expectations of

ourinvestors.

We also engage with investors throughout

the year on various aspects of environmental,

social and governancematters.

The Board is made aware of the views

of major shareholders concerning the

Company through, among other means,

regular analyst and broker briefings and

shareholder surveys. These will continue

throughout 2024. The Chair, Richard

Huntingford, also reaches out to the top

20 shareholders each year and during

2023, invited shareholder discussions with

Nicky Dulieu as Chair of the Remuneration

Committee and Ross Paterson, as Chair of

the Audit & Risk Committee. Richard also

engaged following the CEO succession

announcement in October.

Our 2023 Annual General Meeting was held

in person and allowed shareholders the

opportunity to attend and to raise questions

of the Board. In addition, shareholders were

invited to ask questions via email in advance

of the meeting.

All resolutions put to the 2023 AGM

received overwhelming support from

our shareholders. The results of voting

are available at: www.unitegroup.com/

investors/agm. There were no resolutions

with less than 80% voting in favour and

therefore, Code Provision 4 did not apply.

Our July 2023 capital raise included a retail

offer alongside a non-pre-emptive placing

to offer our retail investors the chance to

participate in the capital raise, in line with

the Pre-Emption Group Guidelines.

Further details relating to our capital raise

can be found in the Directors’ Report on

page 163.

Bond holders

Bond holders are periodically invited

to meet with senior management and

our Treasury Team to update them on

performance and business strategy. Other

discussions are held with bond holders on

specific topics as required, such as ESG and

our Sustainability Strategy.

Lenders

Regular dialogue is maintained with our

key relationship lenders, through meetings

or conference calls with our CFO and

Treasury team. Our Treasury team also

actively engages with new and potential

lenders. During 2023, engagement with

our lenders focused on addressing our

financing commitments more generally.

Credit Rating Agencies

During the year, business and financial

updates were provided by our Treasury

team to Standard & Poor’s and Moody’s.

Moody’s upgraded our investment grade

corporate rating to Baa1 with a stable

outlook and Standard & Poor’s investment

grade corporate rating remains at BBB,

upgrading to a positive outlook.

Institutional investors: c.750 Private investors: c.450 Number of listed bonds: 4

Number of equity investors: c.1,200

The Company continues to offer a scrip dividend alternative to shareholders, which enables them to opt for shares rather

than cash with no dealing costs or stamp duty. The scheme was renewed for a further three years at the 2021 Annual General

Meeting. We will be seeking renewal of the scrip dividend scheme at our 2024 AGM. Full details are available on our website.

The Company has frequent discussions with shareholders on a range of issues affecting its performance, both following the

Company’s announcements and in response to specific requests. The Company regularly seeks feedback among its shareholders,

the investor community more broadly and its wider stakeholders.

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

DIVISION OF RESPONSIBILITIES

Role: Chair

Richard Huntingford’s principal responsibilities are:

• To establish, in conjunction with the Chief Executive,

thestrategic objectives of the Unite Group for approval

by the Board.

• To organise the business of the Board.

• To enhance the standing of the Company

by communicating with shareholders, the

financial community and the Unite Group’s

stakeholdersgenerally.

Role: Chief Executive

Joe Lister has responsibility for:

• Establishing, in conjunction with the Chair, the strategic

objectives of the Unite Group, for approval by the Board.

• Implementing the Unite Group’s business plan and

annual budget.

• The overall operational and financial performance of the

Unite Group.

Role: Senior Independent Director

As Senior Independent Director, Nicky Dulieu’s principal

responsibilities are to:

• Act as Chair of the Board if the Chair is conflicted.

• Act as a conduit to the Board for the communication

of shareholder concerns if other channels of

communication are inappropriate.

• Ensure that the Chair is provided with effective feedback

on his performance.

The terms and conditions of appointment of the Non-Executive

Directors are available for inspection at the Company’s registered

office and at the Annual General Meeting.

Time commitment

Non-Executive Directors are expected to commit approximately

20 days per annum to the business of the Unite Group. We

have reviewed the responsibilities of all Directors and are

satisfied that they can fully fulfil this commitment.

It is the Board’s policy to allow Executive Directors to accept

Directorships of other unconnected companies so long as the

time commitments do not have any detrimental impact on the

ability of the Director to fulfil his or her duties. It is considered

this will broaden and enrich the business skills of Directors.

Any such Directorships must be undertaken with prior

approval of the Board.

Composition of the Board

The composition of the Board is set out in the table on

page82–85.

The Board currently consists of the Chair, two Executive

Directors and seven Non-Executive Directors.

Richard Smith stepped down as Chief Executive and Director

effective 31 December 2023, after 13 years with Unite Students

and 8 years as Chief Executive. As announced on 5 October

2023, Joe Lister was appointed Chief Executive with effect from

1 January 2024 alongside Mike Burt’s appointment as Chief

Financial Officer with effect from the same date.

All of the Directors offer themselves for election or re-election

at the Annual General Meeting, to be convened this year on

16May 2024, in accordance with the requirements of the Code.

Brief biographies of all the Directors and their skills, experience

and contribution to the long-term sustainable success of the

Company, are set out on pages 82–85. Following the individual

performance evaluations of each of the Directors seeking

election or re-election, it is confirmed that the performance of

each of these Directors continues to be effective and that they

each demonstrate commitment to the role and add value and

relevant experience to the Board.

Independence

The Board considers six of its seven Non-Executive Directors

to be independent. Thomas Jackson is not considered to

be independent, having been nominated as a Director of

the Company by its largest shareholder Canada Pension

Plan Investment Board (CPPIB) pursuant to a Relationship

Agreement signed as part of the Liberty Living acquisition.

Accordingly, the Company meets the requirement of the Code

that at least half of the Board (excluding the Chair) is made up

of independent Non-Executive Directors. In addition, Richard

Huntingford (Chair of the Board) was considered independent

on his appointment to the role.

Roles

The Chair and the Non-Executive Directors constructively

challenge and help develop proposals on strategy, and bring

strong, independent judgement, knowledge and experience

to the Board’s deliberations. The roles of the Chair and CEO

are clearly separated. Summaries of the responsibilities of the

Chair, CEO and Senior Independent Director are set out on the

tables to the right.

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

Richard Huntingford

Ilaria del Beato

Nicky Dulieu

Ross Paterson

Dame Shirley Pearce

Tom Jackson

Professor Sir Steve Smith

0 2 4

NED Tenure

61 3 5 7 98

Angela Jain

DIVISION OF RESPONSIBILITIES continued

Board tenure

Each of the Executive Directors has

a rolling contract of employment

with a 12-month notice period, while

Non-Executive Directors are, subject

to re-election by shareholders,

appointed to the Board for a term

of approximately three years. The

adjacent chart shows the current

tenure of the Non-Executive Directors

(rounded up to the nearestyear).

Spotlight on Angela Jain, our new

Non-Executive Director

“As part of my induction, I met

with senior leaders from across

the business to understand more

about Unite Students and its Home

for Success purpose. I also met with

local teams on property tours in

Bristol and Nottingham. Through

my experience of working with the

younger generation, I’m pleased to

see that mental health is prioritised

by Unite Students and the support

offered is high quality.”

Professional advice and training

Directors are given access to independent professional

advice at the Company’s expense when the Directors deem it

necessary in order for them to carry out their responsibilities.

TheDirectorsalso have regular dialogue with, and direct

access to, the advice and services of the Company Secretary,

whoensures that Board processes and good corporate

governance practices are followed.

The Board considers it important that the Committee Chairs

continue to receive sector and relevant functional training

(such as on accounting, corporate governance and Executive

remuneration reporting developments) and accordingly, the

Committee Chairs attend relevant external seminars. The

Board as a whole receives ongoing training on corporate

governance and other relevant developments.

Board induction

On appointment to the Board, each Director takes part in

a comprehensive and personalised induction programme.

This induction is also supplemented with ongoing training

throughout the year to ensure the Board is kept up to date

with key legal, regulatory and industry updates. Any Director

on appointment undertakes an induction programme

following this framework:

• The business and operations of the Unite Group and the

Higher Education sector; the role of the Board and matters

reserved for its decisions; the terms of reference and

membership of Board Committees; and powers delegated to

those Committees.

• The Unite Group’s corporate governance practices and

procedures and the latest financial information about the

Unite Group. The legal and regulatory responsibilities as a

Director of a listedcompany.

As part of the induction programme, they meet with key

senior leaders, so from the outset they have access to people

throughout the organisation to help them form their own

independent views on the Unite Group, its performance

and the sector we operate in. In addition, they meet with

representatives of the Company’s key advisers. Arrangements

are made for each Director to visit key locations to see our

business operations and properties first-hand and the Higher

Education institutions with which we partner.

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

SECTION 172

Statement by the Directors in accordance with Section 172(1)(a) to (f) of the

Companies Act 2006

Meeting the needs and expectations of our stakeholders is

fundamental to delivery of our purpose, creating a Home for

Success. This statement sets out how the Board of Directors

has acted to promote the success of the Company for the

benefit of the members, having regard to the interest of

stakeholders in their decision-making, as further detailed

below during the year ended 31 December 2023.

The likely consequences of any decision in the long

term and desirability to maintain a reputation for

highstandards of business conduct

Acting in the long-term interests of the business and all

our stakeholders is central to the Board’s decision-making

process and shapes the Group’s strategy. To help the Board

understand our wider stakeholder relationships and inform

the Board’s decision-making, the Board receives regular

updates from the Executive team, as well as the wider senior

leadership team. In all decision-making, the potential impact

on our stakeholders is taken into account, together with the

likely consequences of these decisions in the long term and

also the desirability of the Company maintaining a reputation

for high standards of business conduct. You can read more

about our principal decision-making on pages 104. The Board

also supported our review and refresher training on key

corporate policies across the business including our Code

ofEthics and Whistleblowing Policy.

The Board maintains oversight of the Company’s performance

and reserves specific matters for approval, including significant

new strategic initiatives and major decisions relating to capital

raising and allocation. Through measurement against long-

term objectives, the Board monitors how management is

acting in accordance with the Board’s agreed strategy and

thelong-term interests of our key stakeholders.

The interests of our employees

As a service business, providing homes for tens of thousands

of young people, who are often living away from home for

the first time, the Board recognises the importance of our

employees and the role they play in creating our Home

for Success purpose. The Board receives regular feedback

throughUnite Live sessions held with our CEO and other

members of the senior leadership team. These Unite Live

sessions enable employees to ask questions directly and

for Executive management to understand the issues that

matter most to our employees and take that into account

in their decision-making at Board level. Our commitment to

employee engagement can be seen by our regular employee

engagement surveys where we take the feedback received

andturn it into meaningful action.

Through our employee engagement forum, Culture Matters,

the Board receives regular feedback from our Non-Executive

Director for Workforce Engagement, Ilaria del Beato. Ilaria

attends the Culture Matters meetings and hears first-hand

the context and debate while demonstrating the commitment

of the Board. The Board also receives regular updates from

our Group People Director, ensuring consideration is given

to employee needs and concerns. You can read more about

Culture Matters on page 94.

The need to act fairly between members of the Company

The Board recognises that acting fairly in the interests of all

shareholders increases investor confidence, reduces our cost

of capital and ensures good governance. This also supports

the ability of the business to invest and grow through access to

capital when it is required. We provide all investors with equal

access to information through our public reporting for financial

results and trading statements, as well as additional disclosures

in areas such as sustainability through our corporate website.

Our Annual General Meeting also provides an opportunity for

all shareholders to have their say. We engage regularly with

investors at conferences and meetings, which address investor

groups from a range of markets and of differing sizes. The Chair

of the Board engages with shareholders on governance matters.

The Board had oversight of the Company’s July 2023 capital raise,

which included a retail offer alongside a non-pre-emptive placing.

As part of the capital raise, the Board considered the need to raise

capital efficiently and quickly with the desire to treat shareholders

as fairly as possible. In doing so, the Board supported efforts to

ensure that shareholders who did not participate in the placing

were given the opportunity to participate via the follow-on offer,

in line with Pre-Emption Guidelines.

Read more about

shareholder engagement

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

SECTION 172 continued

The need to foster business relationships with our

key stakeholders including our customers, university

partners and suppliers

Our customers

Our purpose, creating a Home for Success, means we provide

more than a space to live, we provide homes where students

feel they belong to a safe community in which they can

thrive. Our regular student surveys provide opportunities

for students to provide direct and frank feedback so that we

can understand what is important to them during their time

living with us and also on wider topics. The Board reviews the

Net Promoter Score from our student surveys which help the

Board decide where to invest in customer service and property

enhancements to ensure we deliver value-for-money for

ourcustomers.

Through Board oversight and support, our buildings continue

to operate with 24/7 round-the-clock support, 365 days a

year across both frontline and management staff. We prioritise

wellbeing and the mental health support we offer customers is

sector leading. Our student support team is focused on creating

and maintaining a supportive and productive environment

for our students during their time with us. Read more in

ourHealth & Safety Committee report on page 123.

Our city teams engage with our student customers on a day-

to-day basis covering welfare issues, complemented by our

resident ambassadors, who provide peer-to-peer support

to students, and organise activities in our properties to help

foster a community.

University partners

Universities are key strategic stakeholders, directly accounting

for around half of our reservations each year under nomination

agreements and the other half indirectly through their students

who book directly with us. The reputation, health and future

growth of our university partners remains central to our

business prospects.

The Unite Group supports the growth ambitions of its

university partners through a range of different approaches

from single-year accommodation arrangements to more

strategic on-campus relationships. Through this partnering,

we can explore opportunities for new university partnerships,

where we can unlock operational efficiencies, alongside new

accommodation options.

Our Higher Education engagement team and student support

team meets regularly with UK university leaders and teams at

various levels enabling us to discuss this strategic planning as

well as day-to-day operational requirements. This feedback is

shared with our Board which in turn considers our strategies

for delivering value to universities. Our student support team

also engages and has collaborative relationships with Higher

Education institutions and provides the Board with insight into

trends and specific themes relating to student wellbeing across

the Higher Education sector.

Our annual Higher Education engagement survey provides the

Board with key insight into our reputation and performance

with our university partners as further detailed as part of

our Higher Education Trust operational KPI on page 31. This

helps inform the way we improve our product and service.

The Board is also regularly updated on trends in the Higher

Education sector in the UK and globally, which inform Unite

Group’s strategy around the universities with which it seeks

topartner over the long term.

Suppliers

We work with a wide range of suppliers across our operations

and development activities to deliver a high-quality, affordable

customer offer. Our teams maintain strong relationships

with suppliers and ensure that the contractors we use have

the right skill set and accreditations to undertake the work

in our buildings. The Board recognise the importance of

supplier relationships and is provided with regular updates

throughoutthe year.

During 2023, the Board had oversight of the development

of our Sustainable Procurement framework. This framework

sets out our plan for achieving best-in-class sustainable

procurement. Through this framework we also launched

our Supplier Code of Conduct setting out expectations in

accordance with the highest standards of business and

personal ethics.

Our sustainable procurement policy was refreshed during

the year which requires, among other things, suppliers to

have policies in place regarding the minimum legal age of

employment and compliance with local laws regarding working

hours and overtime. You can read more about our Sustainable

Procurement Framework in our stand-alone Sustainability

Report(https://www.unitegroup.com/sustainability).

Our impact on the community and the environment

Home for Success is about creating a sense of belonging and

community in our properties and beyond and we ensure

our actions have a positive impact. Through the Board’s

understanding of wider stakeholder demands, we seek to play

anactive role in local communities and build trusted, long-

term relationships with community partners. This can be seen

in our development activity where we actively engage with

local communities to ensure the design of our buildings, public

spaces and community facilities also meets their needs. The

Board’s oversight of our Sustainability Strategy on social risks

and our Positive Impact programme encourages our people

and teams to work with local stakeholders on community

impact initiatives. Engagement with local communities has

helped our people better understand sustainability and social

responsibility. 29 community impact projects received 20 Silver

and 9 Gold Positive Impact Awards made. You can read more

about our Positive Impact programme on pages 52 and 121.

As a responsible business, our wider stakeholders demand

we proactively manage environmental, social and governance

risks. The Board understand the significant contribution that

property makes to global carbon emissions and how essential

it is that we play our part in the fight against climate change.

100

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

SECTION 172 continued

Through the Sustainability Committee, the Board has oversight

of our environmental impact through continued review of our

Sustainability Strategy launched in 2021. This strategy specifies

clear targets to reduce our environmental impact over

time. In addition, our Net Zero Carbon Pathway, published

in December 2021, details our approach to reach net zero

carbonacross our operations and developments by 2030.

During the year, the Sustainability Committee oversaw the

development of our first Sustainable Construction Framework.

This framework is built upon our existing net zero carbon

pathway while also considering other impacts of our buildings

onthe environment, communities and their users.

Engagement around environmental impact comes indirectly

through feedback from investors, students, universities and

local communities, all of which is considered by the Board.

Read more about

Sustainable Construction Framework

Shown below we have highlighted some key decisions

demonstrating how the Board has taken Section 172

mattersinto account in decision-making.

Employee and

student wellbeing

Wellbeing is at the heart of the business and following feedback received through our employee engagement

forum, Culture Matters, the Board listened and supported the roll out of new wellbeing initiatives across the

business to help employees take ownership of their health and wellbeing. These wellbeing initiatives include

the launch of additional employee post incident support which has been vital to ensuring all employees receive

adequate and consistent support post incident.

The Board was supportive of the launch of the new Student Wellbeing Helpline which provides unlimited access

to the 24/7 confidential mental health and counselling helpline. This service also provides debt, financial and legal

information with access to cognitive behavioural therapy (CBT) and online trauma courses to support with a wide

range of issues.

Read more about

Support to Stay framework

£300m capital raise

and development

pipeline

Through consultation with a significant number of our shareholders, the Board approved a capital raise of

approximately £300 million in July 2023. Through this capital raise, the Board acted to promote the long-term

sustainable success of the Company taking into account impact on stakeholders including our customers and

suppliers. This capital raise will be used to increase our development pipeline as well as increasing investment

in our existing estate, thereby enhancing future returns to generate value for shareholders while contributing to

wider society. The successful completion of the capital raise is evidence of the strong investor support for Unite

Students and our future prospects.

Sustainable

Construction

Framework

The Board supported the launch of the Sustainable Construction Framework during 2023. Underpinned by our

Supplier Code of Conduct and sustainable procurement approach, this framework considered the needs of our

suppliers and will inform how we procure future net zero developments. It also sets out our approach to the

sustainable design and build of new PBSA.

101

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD ACTIVITIES

Directors’

attendance

atmeetings

1. Richard Smith stepped down on 31 December 2023.

2. Ilaria del Beato was unable to attend the July 2023 Audit & Risk Committee due to a bereavement.

3. Nicky Dulieu was unable to attend the December 2023 meetings due to a bereavement.

4. Angela Jain was appointed to the Board on 1 August 2023.

5. Thomas Jackson stepped down from the Sustainability Committee in September 2023.

See Committee

report

114

Richard Huntingford 2020 8/8 4/4

Joe Lister 2008 8/8

Richard Smith

2012 8/8 4/4 4/4 4/4

Ross Paterson 2017 8/8 5/5 5/5 4/4

4/4

Ilaria del Beato

2018 8/8 4/5 4/4 4/4 4/4

Dame Shirley Pearce 2019 8/8

5/5 4/4 4/4 4/4

Professor Sir Steve Smith 2020 8/8 5/5 5/5 4/4 4/4

Nicky Dulieu

2022 7/8 4/5 4/5 4/4

Angela Jain

2023 3/3 1/1 2/2

Thomas Jackson

2019 8/8 3/3

Board

Number of

meetings

Audit & Risk

Committee

Number of

meetings

Remuneration

Committee

Number of

meetings

Nomination

Committee

Number of

meetings

Health & Safety

Committee

Number of

meetings

Sustainability

Committee

Number of

meetings

See Committee

report

127

See Committee

report 110

See Committee

report 123

See Committee

report 120

Member

since

Board

Director

102

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD ACTIVITIES continued

2023 Board activities table

Governance Strategy

Financial &

risk management People

Operational

and commercial

Setting 2023

forwardagenda

Preliminary results

and key message

review

Higher Education

update

Board & Committee

evaluation feedback

Whistleblowing

review

Terms of reference

review

Audit tender

Group strategy

review

Annual tax strategy

and tax review

Data and technology

update

Principal and

emerging risks

review

2024 budget

approval

Pay award and

bonus scheme

Workforce

engagement update

Annual General

Meeting

Share plan

approval

Build-to-rent

strategy review

People strategy &

culture update

University

partnerships update

Development post

completion review

MAY

Corporate

Governance Code

update

Interim results

Interim dividend

Principal and

emerging risks

Defence planning

Student safety

update

Culture Matters

update

JULY

DECEMBER

JANUARY

Approval of Annual

Report

Property valuer

market review

Preliminary results

Final Dividend

Remuneration

review

Business and growth

overview

FEBRUARY

IR review and

feedback

Group strategy

update

Cyber maturity

update

Succession

planning

MARCH

Sustainability

update

Public affairs

strategy

Commercial

strategy

Interims

feedback

Student support

update

Property and

investment update

Higher Education

update

University

partnerships update

SEPTEMBER

Sustainability and

Positive Impact

update

Budget 2024

themes

Customer and

operations update

NOVEMBER

103

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

BOARD ACTIVITIES continued

Board decision-making during 2023

STRATEGIC OBJECTIVE

Delivering for our

customers and universities

Board’s governance role Link to principal risk What the Board did in 2023 and its decision-making

Safety, health and wellbeing:

Governance to ensure the health,

safety, wellbeing and security of our

customers is paramount.

Throughout 2023 student support

and fire safety remained priorities.

Operational risk

Major health and safety incident in a

property or a development site.

Read more 73

The Board reviews the safety of our students, visitors and

employees, as well as contractors at our development sites,

ateach Board meeting.

Student support: the Board is committed to ensuring the

business provides the right foundation and support to help

students fulfil their potential. Through the Board’s oversight in

2023, we developed a student assistance programme as part

of our Support to Stay framework. This helpline provides our

customers with 24/7 access to a counsellor-led triage service and

supports our aim to provide a supportive living environment to

students, despite medical, physical or mental health difficulties.

Further information about our Support to Stay framework can

befound on page 5.

Fire safety: the Board and the Health & Safety Committee review

and challenge our fire safety programme, a critical part of our health

and safety strategy. The Board is committed to the business being

a leader in fire safety standards through a proactive, risk-based

approach embedded across the business and ensuring that students

and our employees are kept safe. TheBoard also oversees our

cladding remediation programme and related spending.

The Board and Health & Safety Committee review and monitor

our implementation of the requirements of the Building Safety Act

2022, which has been fully embedded into day-to-day workings of

the business.

Security: The safety of our students and employees is paramount

and through oversight of the Board and the Health & Safety

Committee, we carried out a full review of security across the entire

estate and highlighted buildings where additional security measures

were needed. Planned improvements to security will continue

into2024.

Read more in the Health & Safety Committee Report 123

Ensuring our product is affordable

and provides good value-for-money

for our customers.

Market risks

Demand reduction: driven by value-

for-money/affordability.

Read more 76

The Board continued its oversight of our Sustainability Strategy

and Net Zero Carbon Pathway, built on science-based targets

validated by the SBTi, to achieve our objective of becoming

net zero carbon across both the Company’s operations and

development activities by 2030. Further information can be

foundin our stand-alone Sustainability Report.

The Board has remained up to date with ongoing ESG regulatory

and reporting requirements and has met with management to

receive updates on compliance; providing appropriate challenge

to ensure we meet our obligations.

The Board considered the Board’s specific climate change risks,

identifying them across: Regulatory risk; Physical risk; Transition

risk; and Stakeholder risk. The Board considered the impact of

these risks and oversees the assurance of the corresponding

riskmanagement.

The Board oversaw the Unite Group’s launch of the Sustainable

Procurement Framework in early 2023. This framework included

arefreshed Sustainable procurement policy which requires,

among other things, suppliers to have policies in place regarding

the minimum legal age of employment and compliance with

locallaws regarding working hours and overtime.

In addition the Board also had oversight of the launch of our

Sustainable Construction Framework which will inform how we

procure future net zero developments.

Fire safety:

Proactive Board oversight of

improvements in fire safety and

demonstrating leadership on

cladding remediation.

Operational risk

Major health and safety incident in

aproperty or a development site.

Read more about

development and partnership activity

Disposals:

Board governance of our capital

recycling as we seek to increase

our exposure to the UK’s best

universities, while generating

capital to invest in further

developmentactivity.

Property/development risk

Read more 79

Board approval for recommended dividend payments, based on

a target payout ratio of 80% of adjusted EPS.

STRATEGIC OBJECTIVE

Attractive returns

for shareholders

108

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

BOARD ACTIVITIES continued

2023 effectiveness review

Each year the Board, its Committees and Directors are

evaluated, considering (among other things) the balance

of skills, experience, independence and knowledge on the

Board, its diversity (including gender and ethnicity), how

it works together as a unit and other factors relevant to

its effectiveness. The Company’s policy is to conduct an

externallyfacilitated evaluation every third year. During 2023,

theevaluation was conducted by Independent Audit Limited

(whohave no other connection to the business or Directors).

Board and Committee effectiveness review

The Board and its Committees completed an anonymous

online questionnaire using Thinking Board

, provided by

Independent Audit Limited that addressed a broad range of

issues and which enabled the Board to provide comments on a

range of matters. The questions covered Board and Committee

performance, culture, the content and scope of topics covered

at Board and Committee meetings, the nature and dynamics of

Director contributions at meetings and Chair of the meetings.

Thequestions set were consistent with previous years to

provide comparative results. Independent Audit Limited

conducted follow up interviews with each member of the

Board and Company Secretary in addition to observing a Board

meeting during Q3. The conclusions were discussed by the

Board and each Committee at their meetings in Q4 of 2023.

Conclusion from this year’s Board and

Committeeeffectiveness review

The general conclusion was that the Board and its Committees

have many strengths and work hard to ensure oversight and

governance responsibilities are fulfilled. Key areas of strength

included the range of skills, experience and thinking styles

of the Non-Executive Directors to challenge and support the

Executive team. The consensus from the Directors’ assessment

of themselves is that the Board is effectively developing

and reviewing its wider business strategy while considering

stakeholders and incorporating ESG into the Board’s strategic

decision-making. The Board’s decision-making continues to

align with our Purpose and Values. The Directors believe that

the Board fulfils its role relating to strategy, risk, governance

and oversight of operational and financial performance well.

The key areas where there are opportunities for further

developmentinclude:

• Develop a better understanding of how technology is

enabling our strategy.

• A better understanding of the challenges posed by

IT security, particularly regarding cyber risks and

mitigationsinplace.

• More opportunities for the Board to meet the wider

business and oversee the culture at Unite Students.

The Board and each of its Committees reviewed the suggestions

and outcomes of the Board evaluation and have developed an

implementation plan. No changes to the Board are anticipated

following this effectiveness review.

Progress against the 2022 Board evaluation recommendations

2022 Board evaluation recommendations 2023 Progress against these recommendations

1. Create more opportunities for the Board to have more informal time

together, as well as more opportunities to meet the wider leadership

team and hear from lower levels of management.

The Board were able to meet regularly in our operating cities and

will continue to do so into 2024. During 2023, members of the wider

leadership team were invited to spend informal time with the Board

outside of meetings.

2. Improve the Board’s understanding of technological shifts and its

impact for our customers.

Strategy and growth opportunities were regularly discussed in the

Board during 2023. In addition, a detailed tech review and update was

presented to the Board including an exploration of technological shifts

and its impact for our customers.

3. Improve Board awareness of our cyber-attack readiness and our

overall IT security.

Our risk management framework, which includes our information

security risk, is regularly discussed and reviewed in our Audit & Risk

Committee. We also considered our principal risks in the Board which

include our information security and data protection risk.

4. A better understanding of our people issues and data for improved

organisational insight.

People strategy and People data were regularly discussed in Board

and Committee meetings and a wider People strategy update was

presented to the Board during 2023.

In addition, improved People data has been available to the Board since

early 2023.

5. More time to discuss our Board composition and succession planning. The Board and Nomination Committee held dedicated succession

planning and talent mapping sessions throughout the year, including

insights into key People data, our culture and values.

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NOMINATION COMMITTEE

PEOPLE

GOVERNANCE

Nomination Committee Chair’s overview

The Committee is focused on succession planning, with

an emphasis on Executive succession planning, our talent

and leadership development and growing the diversity of

theBoard and Executive management.

Composition

The Committee consists of all the Non-Executive Directors

including Angela Jain, who joined the Board as a

Non-Executive Director on 1 August 2023.

Role of the Nomination Committee

The role of the Committee is to:

• Ensure that appropriate procedures are adopted and

followed in the nomination, selection, training, evaluation

and re-election of Directors and for succession planning,

with due regard in all cases to the benefits of diversity on

the Board, including gender and ethnicity.

• Regularly review the structure, size, composition, skills and

experience of the Board and to make recommendations

with regard to any adjustments considered necessary.

• When it is agreed that an appointment to the Board should

be made, lead a selection process that is formal, rigorous

and transparent.

• Be responsible for identifying, reviewing and recommending

candidates for appointment to the Board.

“Board succession planning for Executive

roles was an ongoing focus for the

Committee during the year, to ensure a

deep, diverse and inclusive talent pipeline

for future Board appointments. The Board

also recognises that diversity and inclusion

is fundamental to the culture of the Group,

our purpose of Home for Success and

ultimately our long-term sustainability.”

Richard Huntingford

Chair

Succession planning and

diversity continue as the

Committee’s primary focus.

Committee membership

Richard Huntingford

Chair of the Nomination Committee

Nicky Dulieu

Senior Independent Director

Ross Paterson

Non-Executive Director

Ilaria del Beato

Non-Executive Director

Dame Shirley Pearce

Non-Executive Director

Thomas Jackson

Non-Executive Director

Professor Sir Steve Smith

Non-Executive Director

Angela Jain

Non-Executive Director

Number

of meetings

Attendance

See page 102

At the invitation of the Committee, other people

maybe invited to attend meetings of the Committee

if considered desirable in assisting the Committee in

fulfilling its role.

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

NOMINATION COMMITTEE continued

Review of Board composition andsuccessionplanning

At the start of 2023, the Nomination Committee started a search

for a new Non-Executive Director with assistance froman

external search consultancy, MWM Consulting. Asidefrom its

involvement in other Director and succession search processes

(including that of Nicky Dulieu in 2022), MWM Consulting has no

other connection with the Company or any individual Directors

and is a signatory to the Enhanced Voluntary Code of Conduct

for Executive Search Firms. Following an extensive search, Angela

Jain was appointed asa Non-Executive Director on 1 August

2023. Angela brings a wealth of knowledge and understanding

of young people, along with wide ranging digital, brand and

communication expertise, from her extensive experience in

unscripted television focused on younger audiences. Angela’s

appointment also supports the development of a more diverse

pipeline at Board level. Iam delighted she hasjoined the Board

and look forward to working with her.

Board succession planning for Executive roles was also

anongoing focus for the Committee during the year,

toensureadeep, diverse and inclusive talent pipeline for

future Board appointments. The Committee was supported

by independent consultants, MWM Consulting and Redgrave

Partners, in its succession planning. Redgrave Partners has no

other connection with the Company or any individual Directors

and is a signatory to the Voluntary Code of Conduct for Executive

Search Firms.

Following Richard Smith’s decision to step down as Chief

Executive Officer, the Nominations Committee proposed

the Board appoint Joe Lister as Chief Executive, effective

1January2024. The Nomination Committee and Board regarded

him as an outstanding candidate ideally equipped to lead the

Company as it continues to execute on its proven strategy

anddeliver high-quality growth.

Following Joe’s appointment as Chief Executive Officer, MikeBurt,

Group Investment Director, was promoted to Chief Financial

Officer, also effective 1January2024.

With the addition of Angela Jain and the changes to

ChiefExecutive and Chief Financial Officer, the Committee

believes the Board currently has the correct balance of

skills,experience, independence and knowledge.

The Committee will continue to oversee our talent mapping

to ensure we are growing and nurturing our talent and

developing our high-performers’ potential. Our diversity

andinclusivity initiatives (outlined below) are aligned with

thissuccessionplanning.

Diversity and inclusion

The Board recognises that diversity and inclusion is

fundamental to the culture of the Group, our purpose of

Homefor Success and ultimately our long-term sustainability.

With employees a key stakeholder and at the heart of our

business, the Board’s focus is on creating a workplace where

people feel they belong and can bring their whole and true

selves into the workplace. Our values recognise this, especially

Creating room for everyone.

The Board continues to oversee the development and growth

of our Culture Matters forum to ensure the employee voice

is front and centre in supporting the shaping of our People

strategy and consulting on strategic change. Through listening

and learning from across the business, we launched our first

Diversity, Equity, Inclusion, Belonging and Wellbeing strategy,

We are US, in 2022. This strategy is authentic to the business

and recognises our responsibility to create healthier and

happier workplaces.

Board Diversity Policy

The Board and Nomination Committee drive the agenda

fordiversity across the business. We are making progress,

butrecognise we still need to do more.

The objectives of the Board’s Diversity Policy are to ensure

thatBoard and Committees of the Board appointments:

(a) Are made on merit and relevant experience, while taking

into account the broadest definition of diversity (which

includes factors such as ethnicity, sexual orientation,

disability and socio-economic background, as well as age,

gender, education and professional background).

(b) Ensure Unite Group has, on an ongoing basis, the most

effective Board and leadership team to operate the

business for thebenefit of all its stakeholders.

The Committee ensures that when recommending Board

appointments, the retained search firm places an emphasis on

putting forward candidates who would enhance the overall

diversity of the Board, and seeks to appoint search firms that

are signatories tothe Enhanced Voluntary Code of Conduct for

Executive Search Firms where practicable. On an ongoing basis,

the Committee keeps under review the tenure and experience

ofthe Executive and Non-Executive Directors to ensure the

Board, and the respective Committees, has an appropriate

anddiverse mix of skills, experience, knowledge and diversity.

We made further progress on implementing the Board

Diversity Policy during the year. As described above, Angela

wasappointed to the Board on 1 August 2023 and we are

delighted to have met all three of the Board diversity targets

setout in the UK Listing Rules for the first time this year:

• 40% of the Board are women.

• One of the senior positions on the Board (SID) is held by

a woman.

• We have one Director from a minority ethnic background.

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Board and senior leadership diversity

The Company reports our Board and Executive management diversity data, as at 31 December 2023, in accordance with the UK

Listing Rule targets and associated disclosurerequirements.

The Board is fully committed to ensuring diversity at all levels of the Company and as at 31 December 2023, has complied

with the Parker Review’s recommendation that each FTSE 250 board should have at least one Director from a minority ethnic

background by 2024. The Board continues to review its composition on an ongoing basis and, in line with the Parker Review,

hascommitted to a target of 10% ethnic minority representation in senior management by 2025, ahead of the main 2027 target.

Approach to data collection

Gender and ethnicity data for the Board and Executive management is collected on an annual basis through a standardised

process managed by the Company Secretary.

Each Director and member of the Executive management team is asked to complete a standard form questionnaire on a

confidential and voluntary basis, through which the individual self-reports on their ethnicity and gender identity (or can specify

thatthey do not wish to provide such data). The criteria of the questionnaire are aligned to the definitions specified in the UK

Listing Rules and set out in the tables above:

• Self-reported gender identity – selection from (a) male, (b) female or (c) not specified/prefer not to say.

• Self-reported ethnicity – selection from (a) White British or other White (including minority-White groups), (b) mixed/multiple

ethnic groups, (c) Asian/Asian British, (d) Black/African/Caribbean/Black British, (e) other ethnic group, including Arab or (f)

notspecified/prefer not to say.

The Company’s approach to data collection is consistent for the purposes of all diversity-related reporting requirements under

the Listing Rules and across all individuals in relation to whom data is being reported.

NOMINATION COMMITTEE continued

Gender identity and ethnicity as at 31 December 2023

Number of

Board members

Percentage

of the Board

Number of senior

positions on the Board

(CEO, CFO, SID

andChair)

Number in

Executive

management

Percentage

of Executive

management

Men 6 60% 3 6 75%

Women 4 40%

1 2 25%

Not specified/prefer not to say 0 0% 0 0 0

Number of

Board members

Percentage

of the Board

Number of senior

positions on the Board

(CEO, CFO, SID

andChair)

Number in

Executive

management

Percentage

of Executive

management

White British or other White

(includingminority-White groups) 9 90% 4 7 90%

Mixed/Multiple ethnic groups 0 0% 0 0 0%

Asian/Asian British 1 10% 0 1 10%

Black/African/Caribbean/Black

British 0 0%

0 0 0%

Other ethnic group, including Arab 0 0%

0 0 0%

Not specified/prefer not to say 0 0% 0 0 0%

112

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

Gender diversity for the purposes of the UKCorporate

Governance Code

Gender diversity

Female

Male

31.4%

68.6%

As of 31 December 2023, the number of women in the

Executive Committee and their direct reports (including

theCompany Secretary as required by the Code) was 11

(outofatotal of 35) representing 31.4% of this Group.

Male Female Total

Executive Committee

and Company Secretary 6 2 8

Direct reports 18 9 27

Total 24 11 35

Total (%) 68.6% 31.4% 100%

In addition, the Committee will continue its focus on delivering

diversity for the wider business to help the Company develop

adeep and diverse succession plan at more senior levels

within the organisation.

Richard Huntingford

Chair of the Nomination Committee

27 February 2024

NOMINATION COMMITTEE continued

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AUDIT & RISK COMMITTEE

FINANCIAL

GOVERNANCE

Audit & Risk Committee Chair’s overview

During the year, the Audit & Risk Committee continued its

key oversight role for the Board with its specific duties as

set out in its terms of reference to reassure shareholders

that their interests are properly protected in respect of

the Group’s financial management andreporting.

The Audit & Risk Committee works to a structured

programme of activities, with agenda items focused to

coincide with key events in the annual financial reporting

cycle. The Audit & Risk Committee reports regularly to the

Board on its work.

During the year, the Audit & Risk Committee has continued

to monitor the integrity of the Group’s financial statements

and supported the Board with its ongoing monitoring of the

Group’s risk management and internal control systems in line

with the requirements under the UK Corporate Governance

Code. The Audit & Risk Committee determined the focus of

the Group’s internal audit activity, reviewed findings, and

verified that management was appropriately implementing

recommendations. The Audit & Risk Committee also challenged

the approach to assessing the Group’s ability to continue

as a going concern and its loan covenant compliance, by

reviewing various scenarios for futureperformance.

“During 2023, the Committee continued

to focus on the quality and integrity of

the financial statements alongside its

oversight of risk and internal controls.

TheCommittee also ran a tender process

for the Group’s external auditor.”

Ross Paterson

Chair

The Audit & Risk Committee

provides oversight for the

Board in respect of the

Group’s financial reporting

process, the audit process, the

system of internal controls,

and the identification

and management of

significantrisks.

Committee membership

Ross Paterson

Chair of the Audit & Risk Committee

Ilaria del Beato

Non-Executive Director

Nicky Dulieu

Non-Executive Director

Professor Sir Steve Smith

Non-Executive Director

Number

of meetings

Attendance

See page 102

1 14

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

AUDIT & RISK COMMITTEE continued

The Audit & Risk Committee undertook a review of its

effectiveness in August 2023. The review found that the Audit

&Risk Committee is working effectively. The review identified

areas in which we can strengthen our performance and these

are reflected in the Committee’s priorities for 2024.

During 2023, the Audit & Risk Committee undertook a full

evaluation exercise of the Deloitte audit approach to ascertain

the effectiveness of the external audit function. Further to the

completion of the evaluation of the external audit process, we

are satisfied with both the auditor’s independence and audit

approach and have recommended to the Board that Deloitte

be reappointed as auditor in 2024.

At the conclusion of the 2024 audit cycle, Deloitte will have

been the Group’s auditor for 10 years and as such, at that time

we would be required to re-tender the audit. After consulting

with external auditors, management was advised that resource

in the market was stretched and that it would be good practice

to run the tender process in 2023, allowing sufficient time for

a smooth transition to new auditors, should one be required.

The Audit & Risk Committee considered this and agreed with

management to run the process in the latter half of 2023. The

tender process concluded in December 2023 and the Audit &

Risk Committee recommended both Deloitte and another firm

to the Board as potential auditors, with a justified preference

to reappoint Deloitte as the Group Auditors with effect from

1January 2025.

Oversight of internal audit and risk management is insourced.

Whilst internal, we still consider the team to be independent of

management with a direct line of communication to the Audit

& Risk Committee. As is usual with an internal team, there are

still areas where it is appropriate to engage third parties to

undertake specific pieces of work. A third-party was engaged

toundertake an assessment over cyber security in 2023.

As noted in this Corporate Governance statement, the Board

delegates certain duties, responsibilities and powers to the

Audit & Risk Committee, so that these can receive suitably

focused attention. However, the Audit & Risk Committee

acts on behalf of the full Board, and the matters reviewed

and managed by the Audit & Risk Committee remain the

responsibility of the Directors as a whole.

Role of the Audit & Risk Committee

The Audit & Risk Committee has delegated authority from the

Board set out in its written terms of reference. The terms of

reference for the Audit & Risk Committee take into account

the requirements of the Code and are available for inspection

at the registered office, at the Annual General Meeting and on

the Group website at http://www.unitegroup.com/about-us/

corporate-governance.

The key objectives of the Audit & Risk Committee are:

• To provide effective governance and control over the

integrity of the Group’s financial reporting and review

significant financial reporting judgements.

• To support the Board with its ongoing monitoring of the

effectiveness of the Group’s system of internal controls

andrisk management systems.

• To monitor the effectiveness of the Group’s internal audit

function and review its material findings.

• To oversee the relationship with the external auditor,

including making recommendations to the Board in relation

tothe appointment of the external auditor and monitoring

the external auditor’s objectivity and independence.

Composition of the Audit & Risk Committee

The members of the Audit & Risk Committee are set out on page

93 of this Corporate Governance statement. The Audit & Risk

Committee members are all independent Non-Executives and

have been selected with the aim of providing the wide range

of financial and commercial expertise necessary to fulfil the

Audit & Risk Committee’s duties. The Board considers that as a

chartered accountant and former Chief Financial Officer of a UK-

listed company, I have recent and relevant financial experience

and that the Committee as a whole has competence relevant

tothe sector.

Audit & Risk Committee meetings

The full Audit & Risk Committee met five times during the year

and attendance at those meetings is shown on page 102 of this

Corporate Governance statement. In addition, a sub-Committee

of the Audit & Risk Committee met separately to consider the bids

of audit firms that took part in the audit tender and to make a

recommendation to the Board over whom to appoint as Group

auditors with effect 1 January 2025. Meetings are scheduled to

coincide with key dates in the financial reporting cycle and a

forward agenda is agreed by the Committee and reviewed on

an ongoing basis.

During 2023, at my invitation, meetings were attended by

the Chair of the Board, the Chief Financial Officer, the Group

Investment Director, the Group Finance Director, and the

Group Risk & Assurance Director. I also invite our external

auditor, Deloitte, to all meetings, with an exception this year,

when the Committee met to discuss the audit tender. The

Audit & Risk Committee regularly meets separately with

Deloitte without others being present. Deloitte meets the

Group Risk & Assurance Director to receive an update on any

audit findings and how risks are being managed; Deloitte

considers the impact of these on its approach to its work.

Main activities of the Audit & Risk Committee during

theyear

Meetings of the Audit & Risk Committee generally take place

just prior to a Group Board meeting and I report to the Board,

as part of a separate agenda item, on the activity of the Audit &

Risk Committee and matters of particular relevance to the Board

in the conduct of its work. At its five meetings during the year,

the Audit & Risk Committee focused on the followingactivities.

The Audit & Risk Committee reviewed the half-year and annual

financial statements and the significant financial reporting

judgements. As part of this review, the Audit & Risk Committee

supported the Board by reviewing the financial viability and the

basis for preparing the accounts on a going concern basis. This

included challenging forecast cash headroom and reviewing

scenarios, which were determined by management, to stress test

the impact of a range of performance outcomes upon the viability

of the business, in particular with regard to loan covenants.

The Audit & Risk Committee also reviewed and challenged the

external auditor’s report on these financial statements.

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As discussed above, the effectiveness of the external

audit function was considered during 2023. During the

evaluationprocess, the Audit & Risk Committee considered:

the independence and objectivity of the external auditor; the

make-up and quality of the audit team; the proposed audit

approach and the scope of the audit; the execution of the audit

and the quality of the audit report to the shareholders; as well

as the fee structure.

The Audit & Risk Committee discussed reports from Group

Risk & Assurance and its audit and assessment of the control

environment. The Committee reviewed and proposed areas of

focus for the internal audit programme to review including the

approach to ensure that the internal audit activity continues to

be aligned to the principal Group risks.

The Audit & Risk Committee has continued to monitor and

consider developments in corporate governance and reporting

regulations. The Group has continued to make enhancements

to its corporate governance, including in respect of reporting on

internal controls, and welcomed the publication of the Corporate

Governance Code 2024 on 22 January 2024 and the further

guidance that was published on 29 January 2024. The Committee

has considered the new IFRS Sustainability Disclosure Standards

which, based on FCA guidance will become effective for UK

companies for reporting periods from 1 January 2025. Work

is underway to ensure the Group appropriately applies these

within the required timescale. The Audit & Risk Committee will

continue to review the potential impact of developments in

corporate governance and reporting regulations on the Group

with management. A dedicated Audit & Risk Committee meeting

focused on this area of potential change was held on 9 October

2023, where further detail was provided by experts from Deloitte.

The Audit & Risk Committee, supported by the finance

management team, ran a tender process for the external

audit. The tender process concluded in December 2023 and

the Audit & Risk Committee recommended both Deloitte and

another firm to the Board as potential auditors, with a justified

preference to reappoint Deloitte as the Group auditors with

effect from 1January 2025.

Financial reporting

The primary focus of the Audit & Risk Committee, in relation to

financial reporting in respect of the year ended 31 December

2023, was to review with both management and the external

auditor the appropriateness of the half-year and annual

financial statements concentrating on:

• The quality and acceptability of accounting policies

andpractices.

• The clarity of the disclosures and compliance with financial

reporting standards and relevant financial and governance

reporting requirements.

• Material areas in which significant judgements have been

applied or where there has been discussion with the

external auditor.

• Whether the Annual Report and Accounts, taken as a

whole, is fair, balanced and understandable and provides

the information necessary for shareholders to assess

the Group’s position and performance, business model

andstrategy.

The Audit & Risk Committee’s assessment of the Annual

Report to ensure that it is fair, balanced and understandable

considered the following:

• A review of what fair, balanced and understandable means

for Unite Students.

• The high level of input from the Chief Executive Officer and

Chief Financial Officer with early opportunities for the Board

to review and comment on the Annual Report.

• Ensuring consistency in the reporting of the Group’s

performance and management information (as described

on page 23), risk reviews (as described on pages 67–79),

business model and strategy (as described on pages 14–17

and 3–9).

• A cross-check between Board minutes and the Annual

Report is undertaken to ensure that reporting is balanced.

• Whether information is presented in a clear and concise

manner, illustrated by appropriate KPIs to facilitate

shareholders’ access to relevant information.

To aid our review, the Audit & Risk Committee considers

reports from the Group Finance Team and reports from the

external auditor on the outcomes of their half-year review

andannual audit. As an Audit & Risk Committee, we support

Deloitte in displaying the necessary professional scepticism

itsrole requires.

Significant issues considered by the Committee

After discussion with both management and the external

auditor, the Committee determined that the key risk of

misstatement of the Group’s 2023 financial statements

relatedto Property valuations.

Property valuations

The Group’s principal assets are investment properties and

investment properties under development that are either

owned on balance sheet or in USAF or LSAV. The investment

properties are carried at fair value based on an appraisal by

the Group’s external valuers who carry out the valuations in

accordance with the RICS Red Book valuation guide, taking into

account transactional evidence during the year. The valuation

of property assets involves significant judgement and changes

in the key assumptions could have a significant impact on the

carrying value of these assets.

Management discusses the underlying performance of

each asset with the external valuers and provides detailed

performance data to them including rents, university lease

agreements, occupancy, property costs and costs to complete

(for development properties). Management receives detailed

reports from the valuers and performs a detailed review of the

valuations to ensure that management considers the valuations

to be appropriate. The valuation report is reviewed by the Chief

Financial Officer prior to sign-off.

Prior to finalising the 2023 accounts, the Committee met with

members of the Group’s valuer panel and challenged them

on the basis of their valuations and their core assumptions,

including the yield for each property, rental growth and

forecast costs.

AUDIT & RISK COMMITTEE continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

AUDIT & RISK COMMITTEE continued

The Audit & Risk Committee questioned the external valuers

on market trends and transactional evidence that supports the

valuations. The Audit & Risk Committee was satisfied that the

Group’s valuers (CBRE, JLL and Knight Frank) were appropriately

qualified and provided an independent assessment of the

Group’s assets. The Audit & Risk Committee was satisfied that

an appropriate valuation process had taken place, the core

assumptions used were reasonable and hence the carrying

value of investment and development properties in the financial

statements was appropriate.

The external auditor explained the audit procedures to test the

valuation of investment and development properties and the

associated disclosures. Based on the audit work, the external

auditor reported no inconsistencies or misstatements that

were material in the context of the financial statements as a

whole. Further analysis and detail on asset valuations is set

outon pages 36–40.

Other issues considered by the Committee

Accounting for the cost of cladding remediation

The Group has provided for the estimated cost of remediating

cladding on properties where there is either a legal/regulatory

requirement to do so or where the Group has a constructive

obligation. The Audit & Risk Committee reviewed, challenged

and agreed the basis on which costs associated with the

remediation of cladding have been included in the Financial

Statements. The Committee also reviewed, challenged and

agreed the extent to which the Group had any constructive

obligations in respect of cladding remediation that should be

provided for. Based on this, the Committee was comfortable

with the process and controls adopted by management around

the disclosures and estimation of costs and provisions associated

with cladding remediation.

SaaS accounting

The Group has a number of contracts for Software as a Service

(SaaS) cloud computing arrangements.

In March 2019, the IFRS Interpretation Committee (IFRIC),

concluded on its assessment of the application of IAS 38

intangible Assets in respect of SaaS arrangements. IFRIC

concluded that SaaS arrangements are likely to be service

arrangements, rather than intangible or leased assets, because

the customer only has the right to use the software on a

supplier’s cloud infrastructure. Therefore, the supplier controls

the software and not the customer.

During the year, the Group identified that a portion of costs

capitalised in 2022 meet the definition of SaaS arrangements

and has made an adjustment to Intangible Assets to remove

the amounts. Further information is set out on page 34.

Risk management

The Group’s risk assessment process and the way in which

significant business risks are managed is a key area of focus

for the Audit & Risk Committee.

The Audit & Risk Committee’s work here was driven primarily

by performing an assessment of the approach to risk taken

by the Group’s Executive Committee and senior leadership

team. The Executive Committee is responsible for the delivery

of the Group’s risk management framework. The Executive

Committee and senior leadership team set the objectives for

the Group and then assess what risks could prevent the Group

from meeting these objectives. This assessment results in a

number of principal and emerging risks that are brought to the

Board for a detailed assessment.

The Audit & Risk Committee considered the work of the

Executive Committee through the year and has approved both

the Group’s Risk Management Framework and the Group’s

assessment of its principal risks and uncertainties, as set out

onpages 67–79.

Through these reviews, the Audit & Risk Committee

consideredthe risk management procedures within the

business and was satisfied that the key Group risks were

beingappropriatelymanaged.

The risk assessment flags the importance of the internal

control framework to manage risk and this forms a separate

areaof review for the Audit & Risk Committee.

The Board also formally reviewed the Group’s principal risks

attwo meetings during the year.

Internal controls

Led by the Group’s risk assessment process, we reviewed

theprocess by which the Group evaluated its control

environment. The Committee has delegated responsibility

to management for establishing effective risk management

and maintaining adequate internal controls, although the

Committee retains oversight responsibility. Internal controls

are designed to provide reasonable assurance regarding

(among other things) the reliability of financial reporting and the

preparation of the financial statements for external reporting

purposes. Acomprehensive strategic planning, budgeting and

forecastingprocess is in place. Monthly financial information

and performance insight is reported to the Board.

Internal audit

The Group used the internal Group Risk & Assurance team for

internal audit services through the year. The team continued

with the third line of defence audits in our operations, utilising a

framework of Operational Compliance Audits for our properties.

The property audits are designed with a focus on safety and,

where there are gaps identified, action plans are developed

and monitored. The results are shared with our Customer

Leadership Team to enable the sharing of best practice and

drive improvements across all of our operations where themes

are identified. In addition to this, the team completed four other

pieces of internal audit work.

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The first was a review over compliance with Senior Accounting

Officer requirements; the second was over the Starters, Leavers,

Movers process in place; the third was a post incident review over

the Escape of Water; and the fourth was a review of the Health

& Safety Management System in place. The team also undertook

follow-up reviews of the CCTV, Asbestos and GDPR audits from

2022 and two post-project reviews over refurbishments at two

of the Group’s properties. A Cyber Maturity Assessment was

undertaken by external experts and overseen by the Group Risk

& Assurance team.

Overall, the conclusion of all audits was that whilst improvements

can be made to processes audited, there were no significant

issues and controls were adequately designed. All reports noted

there were some areas of improvement required to maximise

controls and operational efficiency, which management is in the

process of implementing.

The Audit Committee has carried out a review of the Company’s

risk management and internal control systems. Any control

weaknesses that are identified are monitored and addressed in

the normal course of business, and no control weaknesses that

are material to the Group were identified in respect of 2023.

External audit

The effectiveness of the external audit process is facilitated

by appropriate audit risk identification at the start of the audit

cycle which we receive from Deloitte in a detailed audit plan,

identifying its assessment of these key risks.

For the 2023 financial year, the significant risks identified were

in relation to valuation of properties and management override.

These focus areas were discussed at the Audit & Risk Committee

and it was agreed that they should be the principal areas of

focus as they represent the areas with the greatest level of

judgement and materially impact the overall performance of

the Group. These risks are tracked through the year and we

challenged the work done by the auditor to test management’s

assumptions and estimates around these areas.

We assess the effectiveness of the audit process in

addressingthese matters through the reporting we receive

fromDeloitte at both the half-year and year-end, and reports

from management on how these risks are being addressed.

For the 2023 financial year, the Audit & Risk Committee

wassatisfied that there had been appropriate focus and

challenge on the primary areas of audit risk and assessed

thequality of the audit process to be good.

We hold private meetings with the external auditor at each Audit

& Risk Committee meeting to provide additional opportunity for

open dialogue and feedback from the Audit & Risk Committee

and the auditor without management being present. Matters

typically discussed include:

• The auditor’s assessment of business and financial

statement risks and management activity thereof.

• The transparency and openness of interactions with

management, confirmation that there has been no

restriction in scope placed on them by management and

theindependence of its audit.

• How it has exercised professional scepticism.

I also meet with the external lead audit partner outside the

formal Audit & Risk Committee process.

Independence and external audit tender

The Audit & Risk Committee considers the reappointment of

the external auditor (including the rotation of the audit partner

which is required every five years) each year and assesses

its independence on an ongoing basis. 2023 is the ninth year

during which Deloitte has been the Group’s external auditor.

The Audit & Risk Committee reviewed Deloitte’s audit work and

determined that appropriate plans are in place to carry out

an effective and high-quality audit. Deloitte confirmed to the

Audit & Risk Committee that it maintained appropriate internal

safeguards to ensure its independence and objectivity. As part

of the Audit & Risk Committee’s assessment of the ongoing

independence of the auditor, the Audit & Risk Committee

receives details of any relationships between the Group and

Deloitte that may have a bearing on their independence and

receives confirmation that they are independent of the Group.

As discussed above, the Committee undertook an assessment

of Deloitte’s effectiveness, its processes, audit quality and

performance in May 2023 following completion of the 2022audit.

The Audit & Risk Committee also regularly considers when

it next intends to complete a competitive tender process for

the Company’s external audit. Given that the 2024 audit will

be Deloitte’s tenth year auditing the Group, a tender for the

2025 audit is required by applicable law and regulations. In

the meantime, the Committee remains satisfied with Deloitte’s

effectiveness and independence. The Committee and the Board

therefore decided to undertake an audit tender process with a

view to any change of auditor taking effect for the 2025 audit.

The Committee was mindful of capacity constraints in the audit

market, the need to allow a cleansing period for any audit firm

currently providing non-audit services to the Group, and the

need to allow for a sufficient transition period for any change of

auditor. Accordingly, we conducted an audit tender in 2023.

AUDIT & RISK COMMITTEE continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

The Committee agreed with the Board the criteria that would

apply to assessing audit firms’ proposals. Those criteria focused

on audit quality (including independence, professional scepticism,

technical competence and expertise in real estate accounting

and audit) and willingness to constructively challenge. As part of

the assessment of audit quality, the Group reviewed applicable

public reports on firms by the Financial Reporting Council and

asked each firm that bid for the audit to explain what risks it

saw to audit quality. The Committee considered, but decided

not to proceed with, a price-blind audit tender but agreed

with the Board that audit quality, and not price, would be the

primary criterion on which firms’ proposals were assessed.

TheCommittee considered the criteria applied to be

non-discriminatory.

The Group invited several challenger firms to participate in

the audit tender in addition to inviting the four major UK

audit firms, including Deloitte. None of those challenger

firmswished to participate.

In December 2023, the Committee recommended both Deloitte

and another firm to the Board as potential auditors, with a

justified preference to reappoint Deloitte as the Group auditors

with effect from 1January 2025. The Board considered and

supported the Committee’s recommendation and intends to

reappoint Deloitte. The Committee confirms compliance with the

provisions of the Statutory Audit Services for Large Companies

Market Investigation (Mandatory Use of Competitive Tender

Processes and Audit & Risk Committee Responsibilities)

Order2014.

Non-audit services

To further safeguard the objectivity and independence of the

external auditor from becoming compromised, the Committee

has a formal policy governing the engagement of the external

auditor to provide non-audit services. No material changes

have been made to this policy during the year. This precludes

Deloitte from providing certain services, such as valuation

work or the provision of accounting services.

For certain specific permitted services (such as reporting

accountant activities and compliance work), the Audit & Risk

Committee has pre-approved that Deloitte can be engaged by

management, subject to the policies set out above, and subject

to specified fee limits for individual engagements and fee limits

for each type of specific service. For all other services, or those

permitted services that exceed the specified fee limits, I as

Chair, or in my absence, another member, can pre-approve

permitted services.

The Committee continued to monitor and manage other audit

firms undertaking non-audit services for the Group, including

considering the audit tender explained above.

During 2023, the Committee considered the potential for an

audit firm to be appointed to support the Group’s ongoing

technology transformation, but the tender process for that

resulted in the appointment of an organisation that does not

generally provide statutory audit services. The Committee also

considered tax services being provided by an audit firm and the

interaction with the audit tender. During the year, Deloitte was

appointed to undertake non-audit services. Fees for non-audit

work performed by Deloitte for the year ended 31 December

2023 were £0.1 million (2022: £0.1 million). The non-audit fees

related to the work undertaken by Deloitte LLP in its role as

external auditor to the Group for the review of the half-year

report. Further disclosure of the non-audit fees incurred during

the year ended 31 December 2023 can be found in note 2.6 to

the consolidated financial statements on page 197. Accordingly,

the Audit & Risk Committee was satisfied that both the work

performed by Deloitte LLP, and the level of non-audit fees paid

to it, were appropriate and did not raise any concerns in terms

of Deloitte LLP’s independence as auditor to the Group.

The Audit & Risk Committee approved the fees for audit

services for 2023 after a review of the level and nature of

work to be performed, including additional audit procedures

required as a result of changes in the regulatory environment,

and after being satisfied by Deloitte that the fees were

appropriate for the scope of the work required.

Engagement with shareholders

As part of the Group’s wider programme of shareholder

engagement, the Group offered our major shareholders the

opportunity to speak directly with me in my capacity as Chair

of the Audit & Risk Committee. None of those shareholders

requested such a discussion.

Audit & Risk Committee evaluation

The Audit & Risk Committee’s activities formed part of

the evaluation of Board effectiveness performed in the

year. Details of this process can be found under the 2023

Effectiveness Review found on page 109.

Ross Paterson

Chair of the Audit & Risk Committee

27 February 2024

AUDIT & RISK COMMITTEE continued

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SUSTAINABILITY COMMITTEE

SUSTAINABILITY

GOVERNANCE

During the year, the Sustainability Committee continued

its oversight of our Sustainability Strategy, which is a key

component of our business planning and is central to

delivering our Home for Success purpose and our values,

especially Doing what’s right. Our Sustainability Strategy

provides the framework to achieve our key objectives of

creating a positive impact, through people and places.

The Sustainability Committee regularly reviewed the Group’s

performance against its targets and ambitions, to ensure Unite

Students is a responsible and resilient business. With oversight

from the Sustainability Committee, Unite Group focused on

driving lasting improvements in sustainability performance

supported by increased sustainability awareness and

engagement across the business and its wider stakeholders.

During 2023, the Sustainability Committee undertook an

external review of its effectiveness. The review found that

the Sustainability Committee is working effectively and going

into 2024, the Committee will continue to develop knowledge

across the evolving ESG landscape.

“The Sustainability Committee works to

ensure the continued implementation of

the Sustainability Strategy and that its

ambitions and targets become business

asusual for our employees.”

Dame Shirley Pearce

Chair

As a responsible and

sustainable business, we

want our places to deliver

sustainable growth for our

people, our communities

andthe planet.

Committee membership

Dame Shirley Pearce

Chair of the Sustainability Committee

Joe Lister

Chief Executive Officer

Ilaria del Beato

Non-Executive Director

Ross Paterson

Non-Executive Director

Number

of meetings

Attendance

See page 102

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

SUSTAINABILITY COMMITTEE continued

Sustainability Committee activities in 2023

• Monitored the implementation of our Sustainability Strategy

and reviewed sustainability-related risks including climate-

related risks.

• Supported the development of our Sustainable Construction

Framework and our Sustainable Procurement Framework.

• Oversight of the successful delivery of £8.2 million energy

efficiency capital projects.

• Oversight of our commitment to invest 1% of adjusted

profits to social initiatives including funding for the

UniteFoundation.

• Monitored the continued implementation of our People

strategy and progress towards our Diversity, Equity,

Inclusion, Belonging (DEIB) & Wellbeing targets.

Our people

Everyone is unique. Everyone is important. And everyone

belongs in a community where they are safe, respected

and included and we strive to make that happen.

During the year, there was an increased focus on embedding

sustainability across the business through a new programme

of communication and updated procurement policies, DEIB

training and onboarding. The NUS Positive Impact programme,

a collaboration between the business and the National Union

of Students, has helped drive employee engagement and

during the year we saw an increase in employee volunteering

and community projects. You can read more about our

PositiveImpact programme on page 17.

The Sustainability Committee also receives regular engagement

updates from the wider leadership team and our Designated

Non-Executive Director for Workforce Engagement who

hears first-hand feedback from across the business via their

participation in the Culture Matters employee forum. This

feedback helps the Sustainability Committee monitor the

progress of the Group’s DEIB strategy, We are US, which launched

in 2022. During 2023, the strategy focused on consistent and

inclusive leadership and business behaviours alongside the

increase in diversity across the business. Further details of our

DEIB & Wellbeing strategy can be found on page95.

Our regular employee surveys demonstrate our commitment to

employee engagement and allow us to address concerns raised

by all teams. The feedback of these surveys is presented to the

Board which monitors the process for identifying and addressing

concerns raised by the employees. The Sustainability Committee

is keen to ensure the wellbeing, both physically and mentally,

of everyone across the business remains one of the Board’s

key priorities. Through engagement with the Sustainability

Committee, the business carried out a review and refresh of

our People policies and rolled out new wellbeing initiatives

toemployees.

The Sustainability Committee oversaw a business-wide focus on

embedding our Sustainability Strategy, including a pilot scheme

to trial different approaches to engaging students on energy

and water consumption and a strong focus on sustainability

running through our new procurement policies in our stand-

alone Sustainability Report. Increased participation in our Positive

Impact programme and volunteering were key measures of

employee engagement during 2023.

Our places

We want our places to deliver sustainable growth for our

people, our communities and the planet. We are working

towards net zero carbon and finding ways to use less

resources, future-proof our buildings and enable people

todo their bit for the environment.

The Sustainability Committee works to ensure the continued

implementation of the Sustainability Strategy and that

its ambitions and targets become business as usual for

ouremployees.

Following the publication of our Net Zero Carbon Pathway

in December 2021, the Sustainability Committee continues

to provide oversight of our pathway to net zero in both our

Operations and Developments. The Sustainability Committee

tracks our progress using reporting metrics covering the key

activities for delivery of our strategy.

To support our targeted energy reductions, the Sustainability

Committee has overseen the £8.2 million of energy initiatives

delivered in the year including LED lighting, smart water

tanks, solar PV and smart heating controls. During 2023 the

Committee supported a review of energy efficiency projects

delivered in 2022 and 2023 to assess performance versus

original expectations. The outcome of this review determined

annualised savings from projects completed in 2022 and 2023

willdeliver a c.4%/year reduction compared to our 2019 base

year. This review will help inform ongoing energy efficiency plans

in 2024 and beyond.

Keeping in mind the importance of improving sustainability

performance in our development activity, the Sustainability

Committee supported the launch of our first Sustainable

Construction Framework. This framework sets out our

approach to sustainable design and construction and

complements our Net Zero Carbon Pathway and other

sustainability commitments.

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Our approach

Our goal is to lead on sustainability and raise standards

in the living sector. Our governance and processes ensure

that we always operate with integrity and transparency.

With input from the Sustainability Committee, the business

continues to build on work done as an early adopter of

theTask Force on Climate-related Financial Disclosures

(TCFD)recommendations to improve our management of

climate-related risks. The ongoing improvement in our climate

disclosures supported a two-point improvement in GRESB rating

from 2022 to 2023, up from 84 to 86, and retained a four-star

rating. Alongside governance, oversight of compliance with

the UKGovernment’s official update to EPC Minimum Energy

Efficiency Standards requirements was a key focus for the

Sustainability Committee during 2023. As a result of a concerted

focus on improving the quality of EPC surveys, the impact of

capital investments made, and changes to theGovernment’s EPC

calculation methodology, the Unite Group achieved significant

improvements in EPC ratings in 2023 with 99% of properties

now rated A–C, (the new minimum standard which takeseffect

in England and Wales from 2027). TheSustainability Committee

will continue to review andmonitor EPC compliance across

allproperties.

Priorities for 2024

The aims for the coming year include continuing to oversee

the implementation of the Sustainability Strategy with regular

reviews of sustainability targets and performance.

SUSTAINABILITY COMMITTEE continued

The Committee will oversee the £12 million investment into

energy efficiency projects during 2024 and continue to monitor the

decarbonisation and climate resilience of our business to ensure

our plans remain credible and meet stakeholder expectations,

while protecting the business from material financial risks. The

Committee will also continue to monitor developments relating

to climate-related risk to ensure the Group’s net zero carbon

ambition evolves to remain in line with emerging expectations,

guidance and regulation in this area.

Following the launch of our Sustainable Procurement

Framework in 2023, the Committee will monitor the impact

of our supply chain on the Group’s sustainability objectives.

There will also be a continued focus to support increased

sustainability engagement amongst our people and customers.

Alongside this, the Committee will maintain oversight of our

ongoing commitment to invest 1% of adjusted profits into

social initiatives, which align with Unite’s wider purpose of

providing a Home for Success.

The successes of this last year outlined in this report are

a consequence of the exceptional expertise in our core

Sustainability team and the commitment of the Executive to

embed our sustainability objectives in the day-to-day work

of the business. This is not easy and requires changes in

behaviour at all levels of the Company. The progress that has

been achieved to date gives confidence that we can meet the

challenges of the future.

Dame Shirley Pearce

Chair of the Sustainability Committee

27 February 2024

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

HEALTH & SAFETY COMMITTEE

HEALTH

AND SAFETY

GOVERNANCE

Health and safety is at the heart of all we do.

Throughout2023 the Health & Safety Committee

continued to oversee and drive improved health and

safety practices while reviewing the Unite Group’s

healthand safetyperformance.

Each year the Health & Safety Committee reviews its

performance and evaluates its effectiveness. During 2023,

this evaluation was conducted externally by Independent

Audit Limited. The review found that the Health & Safety

Committee continue to work effectively.

2023 highlights across health and safety

Student safety and support

Our operating model means that all our buildings have 24/7

round-the-clock support, 365 days a year. The Committee

monitored the implementation of the Support to Stay

framework, which provides a supportive living environment to

help students fulfil their potential, regardless of any medical,

physical or mental health difficulties. Through the Support

to Stay framework, we launched a new student assistance

programme providing students with confidential 24/7 access

to a wellbeing helpline. The student assistance programme

also provides access to financial and legalinformation.

“The Committee monitored the

implementation of the Support to Stay

framework, which provides a supportive

living environment to help students fulfil

their potential, regardless of any medical,

physical or mental health difficulties.”

Professor Sir Steve Smith

Chair

Health and safety is at

the core of everything we

do. We are committed to

providing a Safe and Secure

workplace for our people

and customers living with us.

Committee membership

Professor Sir Steve Smith

Chair of the Health & Safety Committee

Joe Lister

Chief Executive Officer

Dame Shirley Pearce

Non-Executive Director

Angela Jain

Non-Executive Director

Ilaria del Beato

Non-Executive Director

Number

of meetings

Attendance

See page 102

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Employee health and wellbeing

Our employee support framework defines our commitment

to creating a healthy and happy workplace for our employees.

This framework ensures employees are getting the information

they need regarding health and wellbeing benefits and the

support available. During the year we rolled out new wellbeing

initiatives including:

• Wellness action plans to support the development of healthy

working patterns.

• Post-incident employee support management, ensuring all

employees receive adequate support.

• A new wellbeing platform offering a range of resources

encouraging a self-led approach to wellbeing.

Health and safety training

We continued to deliver health, safety, security, fire and wellbeing

training courses to our existing employees and new starters, in

addition to mandatory e-learning modules for all employees.

During the year, and working in conjunction with the Academy,

our employees undertook fire marshall training and we rolled

outenhanced security training including personal safety and

conflict management.

Safety management system

During 2023, we carried out a comprehensive safety

management system review working alongside our internal

Risk & Assurance team. As part of this review, we are focused

on updating our policies and procedures related to health,

safety, security and fire to ensure they remain aligned with

current standards and best practice. Into 2024, we will focus

on the development and implementation of a comprehensive

Health & Safety management system.

H&S inspections

Our Risk & Assurance team continued to carry out H&S and

security inspections throughout our buildings to ensure

compliance. We also recruited a dedicated Standards Manager

to establish the safety standards for the business, with a robust

Compliance Framework implemented to audit each property at

least once a year across these core safety standards.

Security review

Keeping in mind the paramount importance of safety across

the business, the Health & Safety Committee supported a

proactive and comprehensive physical security review of our

entire estate to better understand the risks and create more

tailored mitigation plans. As we move into 2024, the Health

& Safety Committee will oversee the implementation of

additional security improvement options.

Building Safety Act 2022

Following the implementation of the Building Safety Act 2022,

during the year we completed the relevant registrations and

compliance responsibilities as required. The Health & Safety

Committee will continue to oversee the progress on the

Building Safety Act and monitor the Group’s compliance.

Fire safety during 2023

Fire safety team

During 2023, our investment and commitment to improving

fire safety performance continued. We have a proactive

approach to fire safety with a dedicated Fire Safety team

in place. This team have valuable hands-on knowledge and

experience from fire authorities to ensure we continue to

deliver on our Safe and Secure promise.

Our Fire Safety team also work closely with several Fire and

Rescue services, local authorities, the Department for Levelling

Up, Housing and Communities, as well as fire safety experts, to

provide advice and guidance through the life of our buildings,

from development design through to disposal. With the

increasingly complex and dynamic regulatory environment, we

expect these strong relationships will continue through 2024.

The way that we manage our fire risk comes from the

responsibility we have to our customers living with us. Our

motivation of Doing what’s right and Keeping everyone safe

in line with our values led the Fire Safety team to increase fire

safety engagement with our customers ahead of the 2023/24

academic year, followed by regular fire safety communication

during Fire Safety Week and throughout the academic year.

Authority inspection activity

Throughout 2023, there was a continued increase in authority

inspection activity by Fire Authorities and local authorities

alongside the Department for Levelling Up, Housing and

Communities. These inspections have been helpful and

collaborative, allowing us to better understand responsibilities

and evolving fire safety legislation. The Health & Safety

Committee oversaw the progress of this inspection activity

throughout 2023.

Fire Safety Regulations and Fire Safety Act 2022

We continue to operate our day-to-day activities in accordance

with the best practice approach following the introduction of

the Fire Safety Act 2022 and Fire Safety Regulations 2022. The

Committee continues to oversee our approach to ensure it is

effective and efficient.

Fire risk assessments

All our properties continue to be confirmed as safe to operate

by our external third-party accredited fire risk assessors as part

of the comprehensive annual fire risk assessment completed

at every property. This reflects the robust fire safety and fire

impairment management across our portfolio, as well as the

continued proactive surveying and remediation of our external

façades, smoke control systems, passive fire protection and

fire doors. The Committee continues to drive improvement

onthe completion of fire risk assessmentactions.

HEALTH & SAFETY COMMITTEE continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

HEALTH & SAFETY COMMITTEE continued

Fire impairment management and cladding remediation

Through the Committee’s oversight and recognising Unite

Student’s values and commitment to Doing what’s right, our

dedicated Fire Impairment team focused on the remediation

of non-external façade-related impairments such as Passive

Fire Protection and Smoke Vents. In total, 54 projects were

completed in 2023 with any remaining work due to be completed

in the first half of 2024. In addition, we completed fire safety

improvements on 16 buildings across our estate during 2023.

We have made significant fire safety improvements across our

properties and following a detailed governance review, new

processes and procedures have been implemented to ensure

improved ways of fire impairment management.

Our development activity

During 2023, we successfully completed another safe year of

development activity with the delivery of £57 million Morriss

House in Nottingham. This 705-bed property welcomed

students for the start of the 2023/24 academic year.

We also completed phase 1 of the refurbishment of Oak Brook

Park in Birmingham in October 2023. This refurbishment saw

updates to 371 bedrooms, kitchens and ensuite bathrooms,

forming part of our wider £50–75 million annual improvements

programme. The second phase of work is due to commence

in2024.

During the year work started on five new development sites

in Lower Parliament Street, Nottingham; Rushford Court,

Durham; Jubilee House, London; Abbey Lane, Edinburgh; and

Feeder Road, Bristol. These sites have a combined student

bed count of over 2,000. These developments are due to be

delivered across the 2024, 2025 and 2026 academic years.

We also held four Contractor Forum meetings. These

meetings allowed us to engage with our contractors and key

stakeholders to enhance collaboration, improve our safety

culture and strengthen the feedback loop for all those who

work in our Development and Construction teams. As part of

these Contractor Forum meetings, we were delighted to award

two Safety Awards to contractors whose ideas encouraged

innovative safety ways of working at development sites.

Development safety – 2023 in review

• Site safety – We continued to work alongside our

contractors to ensure our sites are safe to operate.

• Wellbeing – During 2023, we renewed our three-year charity

commitment to Mates in Mind who provide mental health

support and guidance for all our delivery sites. We also

instructed the British Safety Council to conduct a Wellbeing

Gap Analysis on the contractors across our development

sites. The report acknowledged the positive steps taken to

date, as well as identifying areas for improvement which will

beimplemented and embedded during 2024.

• Safety reporting – We actively encouraged safety observation

and near miss reporting to help build a clearer picture of

our day-to-day risk profile and to promote a transparent

safetyculture.

• Third-party audits and inspections – We have a robust

site safety inspection regime in place with our framework

adviser who attends each site monthly to audit standards

and push improvements. During the year, we introduced a

new assurance site safety inspector who conducts random

site safety inspections each quarter. This independent

assurance inspection has enabled us to verify that our

framework inspector scoring is accurate and that our sites

are achieving industry-leading standards, which far exceed

statutory compliance.

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Our focus for 2024

Looking ahead to 2024, the Health & Safety Committee will:

• Oversee the governance of health and safety practices

across the business while prioritising the safety of our

customers, people, properties and our workplace as we

strive to deliver our value, Keeping us safe.

• Support the ongoing commitment to fire safety remediations

and security improvements across properties.

• Monitor the health and safety training of our frontline

teams so our people can assist to deliver our Safe and

Securepromise.

• Support our continued close relationships with our

university partners to ensure student welfare is prioritised

to help students deal with the financial and wellbeing

pressures ofuniversity living.

2024 safety priorities

• Improving our safety culture through colleague

engagementandcompetence.

• Ensuring effective business tools are provided to enable

teams to deliver safety.

• Effective performance monitoring through assurance,

auditing & investigation.

Professor Sir Steve Smith

Chair of the Health & Safety Committee

27 February 2024

HEALTH & SAFETY COMMITTEE continued

Safety performance in our development and refurbishment sites

Our comprehensive approach to safety across our development and recladding activity, resulted in zero RIDDOR reportable

injuries and 17 minor incidents in 2023. This represents good safety performance against the industry norm and is well within

our Unite Students internal benchmarks.

Hours worked

Reportable

incidents

Reportable

incidents

benchmark

Reportable

incident KPI

Non-reportable

incidents

Non-reportable

incidents

benchmark

Non-reportable

incident KPI

2020 718,467 3 0.30 0.42 15 5.00 2.09

2021 806,774 0 0.30 0 16 5.00 1.98

2022 1,860,904 0 0.30 0 26 5.00 1.4

2023 843,533 0 0.30 0 17 5.00 2.02

KPI calculated as: number of incidents x 100,000 hours/hours worked.

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE

REMUNERATION

GOVERNANCE

Dear Shareholder,

On behalf of the Board, it is my pleasure to present the

Directors’ Remuneration Report for 2023.

As in previous years, this report is split into three sections:

this Annual Statement, the Policy Report and the Annual

Report on Remuneration. Our Remuneration Policy was

last submitted to shareholders at the 2022 AGM, with the

Committee very pleased to receive 97.83% votes in favour. No

changes are being proposed to the policy this year; however,

we have reproduced the Policy Report in full over pages 135 to

145 for both ease of reference and in order to provide context

to the decisions taken by the Committee during the year.

Changes to the Executive team

In October, Unite Students announced several changes to its

Board and Executive team for the forthcoming financial year,

with the Committee tasked with determining the remuneration

arrangements for outgoing and incoming Directors in line with

thepolicy approved by shareholders.

After 13 years with Unite Students, including over seven years as

Chief Executive, Richard Smith stepped down from the Board with

effect from 31 December 2023. He will remain as an adviser to

the business until 3 October 2024 to ensure a smooth handover

of responsibilities and to provide advisory support on Unite

Group’s relationships with Higher Education partners and

governmentstakeholders.

“During 2023 the Committee continued

to focus on aligning remuneration with

the long-term sustainable success of the

Company. Alongside executive succession

remuneration arrangements, the Committee

focused on ensuring the real living wage was

maintained for the wider workforce.”

Nicky Dulieu

Chair

The Remuneration Committee

focuses on ensuring that

executive reward is linked

to the delivery of strategic

objectives and that it

reinforces the Group’s values.

Committee membership

Nicky Dulieu

Chair of the Remuneration Committee

Ross Paterson

Non-Executive Director

Dame Shirley Pearce

Non-Executive Director

Professor Sir Steve Smith

Non-Executive Director

Number

of meetings

Attendance

See page 102

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

Richard will continue to receive base pay, pension and other

contractual benefits until 3 October 2024 but he will not be

eligible to participate in the 2024 annual bonus, nor will he

receive a 2024 long-term incentive award. Reflecting the

circumstances of his stepping down, to pursue a personal

goal to support the education and development of young

people – and noting also his long-service and proactive role

in succession planning – Richard will be treated as a ‘Good

Leaver’ for the purposes of his outstanding 2021, 2022 and

2023 PSP awards. Full details around the time pro-rating and

performance testing of these awards are set out on page156.

Richard will also be subject to a post-exit shareholding

guideline in accordance with the policy.

Richard is succeeded as Chief Executive by Joe Lister, who

stepped into the role after 22 years with Unite Group, including

15 years as Chief Financial Officer. Reflecting his significant and

relevant experience on the Board, and the expectation that he

will be strongly placed to lead the Company as it continues to

execute on its proven strategy and deliver valuable growth the

Committee determined that Joe’s remuneration package should

be fully aligned with that of his predecessor. Specifically, Joe

will receive a base salary of £606,900 (the same as the former

CEO after the application of the 5% senior management pay

increase for 2024), a pension contribution of up to 11% of salary,

a maximum annual bonus opportunity of 140% of salary and

an annual LTIP award of 200% of salary. Joe’s shareholding

guideline will also increase from 200% to 250% of salary.

Mike Burt was promoted from Group Investment Director to

Chief Financial Officer, joining the Board with effect from 1

January 2024. In setting Mike’s remuneration, the Committee

sought to balance his wealth of sector experience with the fact

that this will be his first PLC Executive Director role. Taking

these factors into consideration, Mike’s starting salary was

set at £393,750 (a 10.5% discount to his predecessor). In line

with the policy, the Committee reserves discretion to increase

Mike’s salary to market levels over the short to medium term

subject to his performance and development in role, noting

that this may necessitate higher percentage increases than

awarded to the wider employee population. The remainder

ofMike’s package will be aligned with his predecessor, namely

a pension contribution of up to 11% of salary, a maximum

annual bonus opportunity of 140% of salary and an annual

LTIP award of 200% of salary. Mike’s shareholding guideline

will be 200% of salary.

2023 performance and reward

2023 was another strong year for Unite with record earnings,

dividends, occupancy and reservations driven by the effort

and commitment of our teams across the country, and with

continued progress against our three key strategic objectives.

The Group continued to deliver for customers and universities,

with service and product initiatives driving a four-point

increase in customer NPS and continued thought-leadership,

proactive engagement and an unerring focus on student

welfare resulting in our highest-ever Higher Education NPS

score – a particularly impressive outcome given the challenges

of 2022. Unite also continued to deliver attractive returns

for shareholders, with financial highlights including a 13%

increase in earnings and an 8% increase in dividends, with

the latter helping to offset a small decrease in EPRA NTA to

deliver a positive Total Accounting Return for the year. In

July, the Group also completed a successful £300m equity

raise to help accelerate its investment into development and

asset management over the coming years. Finally, on being

a responsible and resilient business, good progress was

made against Unite Group’s ‘People and Places’ sustainability

framework, including further significant investments in energy

initiatives, a two-point improvement in the Group’s GRESB

score and the recent publication of an ambitious Sustainable

Construction Framework roadmap.

The Committee decisions around Executive remuneration

continue to be framed by the Group’s broader performance

context, and in light of the above – as well as other relevant

considerations – we approved the following in respect of 2023:

Salaries

As disclosed in last year’s report, the salaries of both

Executive Directors were increased by 3.0% with effect

from1 January2023, in line with the increase for other senior

management, and below the average increase across the Group

of 8.6% – with implementation of larger planned increases being

delayed to a future date.

During the year, the Committee resolved to implement the

remainder of the phased uplift for Executive Directors, and

approved further increases of 7.4% and 3.9% for Richard

Smith and Joe Lister with effect from 1 July 2023, bringing their

total 2023 salary increases to 10.6% and 7.0% respectively.

In making this decision, the Committee took into account the

collective and personal contributions of Executive Directors,

as well as the strong mid-year trading update detailing the

Group’s record reservations for the 2023/24 academic year.

The Committee also reflected on market practice which

showed that the median 2023 salary increase for Executive

Directors at FTSE 350 Real Estate companies had been 5%,

with Unite Group’s overall market competitiveness therefore

continuing to deteriorate, despite strong relative performance.

REMUNERATION COMMITTEE continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Annual bonus

The annual bonus scheme was operated in line with the

Policy for Executive Directors in 2023. Following a review of

performance against targets set at the start of the year, the

Committee confirmed that Executive Directors will each receive

bonuses of 55.0% of maximum (equating to 77.0% out of a

maximum of 140% of salary). This overall outcome reflects

mixed results against both financial and non-financial targets

set at the start of the year, with maximum payouts recorded

under the LTV, customer satisfaction and university reputation

metrics, and above-target performance for the adjusted EPS

and GRESB rating metrics. In-year performance against the

TAR per share and employee engagement metrics, however,

fell short of the target range set. The Committee has reviewed

this outcome in the context of overall Group performance and

believes that the outcome is both fair and appropriate. Further

details, including bonus targets and outcomes, are included on

page 149.

Long-term incentives

Following the publication of TAR results by comparators

with March 2023 year-ends, the Committee confirmed the

final vesting of the 2020 LTIP awards as 18.7% – higher than

that estimated in last year’s report. This overall outcome

reflected Unite’s strong relative TAR in the final year of the

performance period, being one of only seven companies

to report positive year-on-year TAR growth and having

overtaken four comparators compared to the two-year

performanceassessment.

LTIP awards made in April 2021 reached the end of their

performance period as at 31 December 2023. These awards

were based equally on absolute EPS, relative TSR and relative

TAR, with Unite’s performance for both the TAR and TSR

elements compared to the constituents of the FTSE 350 Real

Estate Supersector Index. Over the three-year performance

period, Unite’s relative TSR ranked above upper quartile versus

the comparator group (equating to 100.0% vesting), whilst

EPS performance was just above the threshold target (28.0%

vesting). Vesting of the relative TAR element will be finalised

following the publication of comparator results over the coming

months, with the latest interim performance assessment

suggesting that Unite is currently ranked above upper quartile.

Overall estimated vesting of the 2021 LTIP is therefore 76.0%.

Further details are included on page 150.

Also during the year, Executive Directors were each granted

an award under the LTIP in April 2023 which will vest

based onperformance over the three financial years to

31 December2025. Stretching targets linked to relative

TSR, relative TAR and operational energy were disclosed

prospectively in last year’s report, whilst setting of the absolute

EPS and EPC ratings targets was delayed slightly and disclosed

in the 6 April 2023 market announcement. Any award vesting

will be required to be held for an additional two-year period.

Furtherdetails on the number of shares granted and targets

areincluded on page 155.

Overall pay outcomes for 2023

Taken as a whole, the Committee is satisfied that overall pay

outcomes in respect of the year ended 31 December 2023

are appropriate and accordingly we have not applied any

discretion to this year’s incentive outcomes.

Implementation of the policy in 2024

The Committee is confident that the policy continues

to effectively support Unite’s short- and long-term

strategic objectives and promote management and

shareholderalignment.

Salaries

As noted above, Joe Lister’s starting salary as CEO will be

aligned with that of his predecessor, taking into account the

2024 senior management pay increase of 5%. Mike Burt’s

starting salary as CFO has been set at £393,750.

The average salary increase across the Group will be 8.8%.

Asin 2023, the Group will operate a tiered approach to salary

increases, with the majority of the budget targeted towards

lower-paid colleagues. Unite Group maintains its commitment

to being an accredited Real Living Wage employer and, for

relevant individuals, has implemented the rates set by the

Living Wage Foundation (10.0% in London and 10.1% across

the rest of the UK).

Pension

Executive Directors will continue to receive a pension scheme

contribution, a cash allowance of equivalent cost to the

Company or a combination of both. Total employer pension

contributions for the CEO and CFO are in line with the offering

available to the wider employee population at 11% of salary.

Annual bonus

Joe Lister and Mike Burt will participate in the 2024 annual

bonus, with maximum opportunities of 140% of salary. There

will be a small number of changes to the performance metrics

and/or approach to measurement for 2024, including reverting

back to using net debt to EBITDA in place of LTV and to using

Higher Education Trust rather than NPS, as well as revising the

Customer NPS metric to be based on year-round performance

rather than just check-in. The Committee remains satisfied

that the overall blend of financial and non-financial measures

continues to support the Group’s strategy and reinforces its

values. For both the financial and non-financial elements,

targets have been set to be challenging relative to the business

plan. Further details, including the rationale for the various

changes outlined above, are included on page 157.

Long-term incentives

There will be no change to the operation of the long-term

incentive in 2024. Joe Lister and Mike Burt will each receive an

award of up to 200% of salary delivered through a combination

of the PSP and ESOS. The Committee is not proposing any

changes to the performance metrics used for the 2024 LTIP,

which will continue to include two sustainability metrics.

Further details are included on page 158.

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REMUNERATION COMMITTEE continued

Non-Executive Director fees

The fee payable to the Chair of the Board will be increased by

7.5% in 2024, with a second stage increase to be considered

for 2025. This reflects the outcome of a periodic review by the

Committee of the responsibilities and time commitment of the

role, relevant market data and a broader discussion around

our philosophy on positioning fee levels at Unite Group. The

most recent previous review took place in September 2020.

Following a similar review by the Chair of the Board and

Executive Directors, adjustments have been implemented

forthe Non-Executive Director base fee and the additional fee

payable to the Senior Independent Director. Further details

areincluded on page 151.

Workforce remuneration considerations

The Committee continues to monitor pay and practices for

other senior Executives and more broadly across the wider

workforce when considering the remuneration of Executive

Directors. The Group People Director is invited to attend

Committee meetings on a regular basis to provide updates

onworkforce initiatives and to offer an employee perspective

tothe Committee’s deliberations.

This year the Committee reviewed proposals for the introduction

of a Restricted Share Plan to replace the PSP at certain below-

Board levels – a scheme which is designed to support retention

and provide a clearer reward outcome for individuals where

line-of-sight to Group metrics is limited. As noted above, the

Committee also reviewed proposals for the 2024 salary budget

and the continued approach of tiered increases to support

those colleagues most impacted by inflationary pressures.

We have continued to review and disclose both the statutory

CEO pay ratios and additional ratios looking at both fixed pay

and pay excluding long-term incentives. This year, the headline

ratio of CEO total remuneration to the median employee, has

increased from 42:1 to 54:1, driven primarily by the strong

estimated vesting under the 2021 LTIP (76.0% vs. 18.7% for the

2020 LTIP). However, the ratio of median employee salary to

the CEO fell from 23:1 to 19:1 reflecting the tiered approach

to salary increases last year and the substantial Real Living

Wage increase awarded to relevant individuals; whilst the

ratio of median employee salary plus annual bonus to the

CEO was broadly flat, recognising the similarity in outcomes

under the schemes operated at all levels. The Committee

remains satisfied that the year-on-year fluctuations mainly

reflect differences in the structure of pay at different levels

ofseniority.

Finally, details of our gender diversity and pay gaps across the

Group are provided on pages 54 and 152, with the Committee

pleased to note a further modest improvement in the mean

gender pay gap in 2023. As for most companies, there is still

work for Unite Group to do in this space and our Gender Pay

Gap Report therefore references an action plan to further

progress activity in this area over the short and medium term.

Other Board changes during the year

Elizabeth McMeikan retired as Non-Executive Director,

Senior Independent Director and Chair of the Remuneration

Committee with effect from 28 February 2023 and I took over

the latter two roles from the same date.

Angela Jain joined the Unite Group Board with effect from

1 August 2023, and is a member of the Health & Safety and

Nomination Committees. Fees paid to Angela are in line with

the fees paid to the other Non-Executive Directors, as disclosed

on page 148.

Looking ahead

The 2025 AGM will mark the third anniversary of the adoption

of the current Remuneration Policy and in accordance with

UK reporting regulations, we will be required to submit a new

policy to shareholders for approval at this time. In line with

Unite Group’s approach for previous reviews, the Committee

is planning to conduct a full review of existing remuneration

arrangements during 2024, and will look to engage major

shareholders to seek their input in due course. The Committee

will continue to monitor market developments throughout

the 2024 AGM season and will consider the appropriateness

of any emerging trends for Unite Group. I hope that you find

this report a clear account of the Committee’s decisions for the

year and would be happy to answer any questions you may

have at the upcoming AGM.

Nicky Dulieu

Chair of the Remuneration Committee

27 February 2024

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Base salary

Pension,

benefits

Annual

bonus

LTIP

• Salaries increased with effect

from 1 January 2023, as follows:

− CEO = £538,175 (+3.0%)

− CFO = £423,588 (+3.0%)

• Salaries further increased from

1July 2023, as follows:

− CEO = £578,000 (+7.4%)

− CFO = £440,000 (+3.9%)

• Pension contributions (or

equivalent cash allowance) at

amaximum of 11% of salary

forCEO and CFO.

• Benefits in line with policy.

• Annual bonuses of 77.0% of salary

for each Executive Director (55.0%

of maximum opportunity).

• 50% of these amounts will be

deferred in Unite shares for

twoyears.

• 2020 LTIP final vesting confirmed

at 18.7%.

• 2021 LTIP final vesting to be

finalised once comparator TAR

results are published. Expected

total vesting of 76.0% based on:

− Relative TSR ranking above

upper quartile compared to

the constituents of the FTSE

350 Real Estate Index

− 2023 adjusted EPRA EPS just

above the threshold target

− Estimated relative TAR

ranking above upper

quartilecompared to the

constituents of the FTSE 350

Real Estate Index

• Starting salaries for new CEO and

CFO set as follows:

− CEO = £606,900 (in line with

predecessor after 5% senior

Executive increase)

− CFO = £393,750 (10.5%

belowpredecessor)

• Pension contributions (or

equivalent cash allowance)

toremain at 11% of salary.

• No change to benefits for 2024.

• Maximum annual bonus

opportunities of 140% of salary.

• 2024 bonuses to be based:

− 25.0% on adjusted EPRA EPS

− 25.0% on TAR per share

− 20.0% on Net debt:EBITDA

− 7.5% on Customer satisfaction

− 7.5% on Higher Education

Trust

− 7.5% on Employee

engagement

− 7.5% on GRESB rating

• Awards of up to 200% of salary

to be made to each Executive

Director in 2024.

• Performance to be measured

over the period 1 January 2024 to

31 December 2026. No change to

measures, with awards based:

− 28% on adjusted EPRA EPS

− 28% on relative TAR

− 28% on relative TSR

− 8% on operational

energyintensity

− 8% on EPC ratings

• Two-year holding period will

apply to all vested shares.

• Reviewed from time to time,

with reference to salary levels

for similar roles at comparable

companies, to individual

contribution to performance;

and to the experience of

eachExecutive.

• Company pension contributions

(or cash allowance) aligned with

the broader workforce (11%

ofsalary).

• Benefits typically consist of the

provision of a company car or a

car allowance, and private health

care insurance.

• Maximum annual bonus

opportunity for all Executive

Directors of 140% of salary.

• Performance measures

typically include both financial

and non-financial metrics, as

well asthe achievement of

individualobjectives.

• 50% of any bonus earned is

deferred in shares for two years.

• Malus and clawback

provisionsapply.

• Maximum award size for all

Executive Directors of 200% of

salary in normal circumstances

(up to 300% of salary in

exceptional circumstances).

• Awards vest subject to

performance over a three-

year period. Vested shares are

typically subject to an additional

two-year holding period.

• Malus and clawback

provisionsapply.

REMUNERATION IN RESPECT OF 2023 OVERVIEW OF REMUNERATION POLICY IMPLEMENTATION OF POLICY IN 2024

See page 147

See page 149

See page 150

See page 156

See page 157

See page 158

See page 137

See page 138

See page 139

Overview of Unite Group remuneration policy and implementation

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

2023 Remuneration at a glance

2023 Single total figure of remuneration for Executive Directors

Salary

Taxable

benefits Pension

Annual

bonus LTIP Other Total

Richard Smith £558,088 £16,241 £53,238 £429,727 £682,670 £0 £1,739,964

Joe Lister £431,794 £17,068 £38,734 £332,482 £555,499 £2,318 £1,377,895

2023 Annual bonus outcomes

Measure Weight

Threshold On-target Maximum

Actual

Outcome

(% of max)30% of max 50% of max 100% of max

Adjusted EPS 25.0% 42.0p 44.0p 46.0p 44.3p 57.5%

TAR per share 25.0% 64.5p 73.5p 83.5p 26.5p 0.0%

Loan to value 20.0% 35.0% 34.0% 32.0% 28.0% 100.0%

Customer satisfaction 7.5% 38 40 42 42 100.0%

University reputation 7.5% 11 13 15 32 100.0%

GRESB rating 7.5% 84 85 87 86 75.0%

Employee engagement 7.5% 73 75 77 70 0.0%

Executive

Max

opportunity

(% of salary)

Overall

outcome

(% of maximum)

Overall

outcome

(% of salary)

Overall

outcome

(£)

Richard Smith 140.0% 55.0% 77.0% £429,727

Joe Lister 140.0% 55.0% 77.0% £332,482

2021-2023 LTIP outcomes

Measure Weight

Threshold Stretch

Actual

Vesting

(% of max)25% vest 100% vest

2023 Adjusted EPS 1/3 44.0p 51.5p 44.3p 28.0%

Relative TSR performance 1/3 Median

-5.5%

Upper quartile

3.9%

Above upper quartile:

5.9%

100.0%

Relative TAR performance 1/3 Median Upper quartile Current estimate*:

Above upper quartile

100.0%

Executive

Estimated*

overall vesting

(% of maximum)

Estimated*

interests

vesting Date vesting*

Estimated*

value (incl.

dividends)

Richard Smith

76.0%

66,537

12 April 2024 (holding period

applies until 12 April 2026)

£682,670

Joe Lister 54,210 £555,499

* Vesting of the relative TAR element will be finalised following the publication of March year-end comparator results over the coming months, with Unite

Group’s TAR currently estimated to rank in the top quartile (based on performance after two full financial years). Details of the final vesting outcome will be

provided in next year’s report.

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

ELIGIBILITY ELEMENT OF PAY DETAILS

Overview of remuneration across the Group

Employees at

alllevels

Executive Directors

and other senior

leaders

Executive

Directorsonly

Salary

Benefits

Pension

SAYE

Annual bonus – cash

Long-term incentive

Annual bonus – deferred

Shareholding guidelines

Salaries are generally reviewed annually, taking into account Company

and individual performance, experience and responsibilities. As an

accredited Living Wage employer, all of Unite Group’s employees receive

at least the voluntary living wage rate.

Employees across all levels of the business are eligible for the Company-

funded Health Cash Plan and an enhanced Company sick pay scheme.

All employees have free 24/7 access to our employee assistance

programme which provides counselling and support to employees with

everyday situations and more serious concerns including up to eight

face-to-face sessions per issue per year. Life assurance cover is provided

for all eligible employees at 4x annual salary and employees can access

a range of deals and discounts through our discount providers. We offer

employees 25 days annual leave a year plus bank holidays and also

operate a holiday purchase scheme to allow employees to purchase up

to an extra week of annual leave each year. Employees can support their

chosen charities by participating in our charity match or give-as-you-

earn schemes. We also offer financial support to our employees through

season ticket loans, student rental discounts and the bike to work

scheme and employee service is recognised with long-service awards.

All employees can participate in the UNITE Group Personal Pension

scheme, with an alternative cash pension allowance available in certain

circumstances. Our pension offering was reviewed and improved

with effect from 1 January 2020, with all employees eligible to receive

a Company contribution of up to 11% of salary, subject to their own

contribution level.

We encourage all employees to become shareholders in Unite Group

by participating in the SAYE scheme, under which participants save

monthly over three years with the option to acquire shares at a discount

at the end of the savings period. Currently c.15% of eligible employees

participate in the SAYE.

All employees are eligible to participate in the annual bonus scheme,

with outcomes based on both Company performance and individual

contribution. Maximum opportunities, performance measures and

weightings vary by grade; however, metrics are broadly similar across all

levels to support delivery of our strategy.

Executive Directors and other senior leaders may be invited to participate

in the LTIP each year. Performance conditions are consistent for all

participants, but award sizes vary. From 2023, Heads of Department

may instead be invited to participate in the Restricted Share Plan

(RSP). This scheme is designed to support retention and to provide a

clearer reward outcome for our senior managers, with awards and the

applicabledeferral period being consistent for all participants.

Currently, only Executive Directors are required to defer a

proportion of their bonus into Unite Group shares, which supports

shareholderalignment.

While all employees are strongly encouraged to become shareholders to

allow them to share in the success of the Group, currently only Executive

Directors are subject to formal shareholding guidelines (bothin-post

and post-exit).

133

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Engaging with our employees on Executive remuneration

Our Designated Non-Executive Director for Workforce Engagement and the Group People Director periodically discuss the topic

of remuneration at the Culture Matters employee forum, including the structure, role and remit of the Remuneration Committee,

how the pay policy helps to support Unite Group’s strategy and values, and how pay practices for Executive Directors are aligned

with those across the broader employee population. Consistent with last year’s report, and based on feedback received from

the forum in 2022, the Committee has continued to include some commentary in the section on the 2023 annual bonus

(seepage149) around how it has considered health, safety and wellbeing in confirming bonus outcomes this year.

Due to last-minute transport complications, the employee forum scheduled for 2023 was shortened and the format revised.

Forum members were invited (and remain able at any time of the year) to submit any comments, queries or concerns they have

on the matter of Executive remuneration to the Designated Non-Executive Director for Workforce Engagement. Any submissions

are passed on to the Committee at its next formal meeting; however, none were received in 2023.

In 2024, the Committee intends to use a session of the Culture Matters forum to discuss the Remuneration Policy review, and will

consider any employee input received – as well as that received from shareholders – in finalising the overall structure and design.

How remuneration supports our strategy

Captured in… Strategic objectives supported

2024 incentive measures

Annual

bonus LTIP

Delivering for

our customers

and universities

Attractive

returns for

shareholders

A responsible

and resilient

business

Earnings Per Share (EPS)   

Total Accounting Return (TAR)



Absolute



Relative



Net debt:EBITDA  

Total Shareholder Return (TSR)



Relative



Customer satisfaction  

Higher Education Trust  

Employee engagement   

GRESB rating  

EPC Ratings  

Operational energy intensity  

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

This report has been prepared in accordance with the provisions of the Companies Act 2006 and Schedule 8 of the Large and

Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 (as amended). It also meets the requirements

ofthe UK Listing Authority’s Listing Rules and the Disclosure and Transparency Rules.

In accordance with the regulations, the following sections of the Remuneration Report are subject to audit: the Single total figure

of remuneration for Directors and accompanying notes (pages 147 to 148), Scheme interests awarded during the financial

year (page 155), Payments to past Directors (page 156), Payments for loss of office (page 156) and the statement of Directors’

shareholdings and share interests (pages 160 to 162). The remaining sections of the report are not subject to audit.

The 2018 UK Corporate Governance Code sets out principles against which the Committee should determine the policy for

Executives. A summary of the principles and how the Unite Group’s Remuneration Policy reflects these is set out below:

Principle Approach

Clarity – Remuneration arrangements should be

transparent and promote effective engagement

with shareholders and the workforce.

The Committee operates a consistent remuneration approach that is well-

understood internally and externally. The Committee regularly engages with

major shareholders on Executive remuneration and undertook a detailed

consultation during the design of the current policy.

Simplicity – Remuneration structures should avoid

complexity, and their rationale and operation

should be easy to understand.

The Group operates a market-standard remuneration structure consisting

of fixed pay, an annual bonus and a single long-term incentive. The annual

bonus scheme has been further simplified as part of the most recent policy

review through the standardisation of the deferral requirement regardless

ofexisting shareholdings.

Risk – Remuneration arrangements should ensure

reputational and other risks from excessive rewards,

and behavioural risks that can arise fromtarget-

based incentive plans, are identified and mitigated.

Each year, incentive targets will be set which the Committee believes

are stretching and achievable within the risk-appetite set by the Board.

The Committee retains full discretion to override formulaic incentive

outcomes under both the annual bonus and long-term incentive in the

event that this would produce a result inconsistent with the Company’s

remunerationprinciples.

All variable incentives incorporate recovery provisions (malus and clawback)

that allow the Committee to reduce the outcomes, potentially down to

zero, in specified cases. The Committee believes that these triggers are

appropriately wide-ranging and enforceable.

Alignment to culture – Incentive schemes

should drive behaviours consistent with

Companypurpose, values and strategy.

All permanent employees participate in the annual bonus, and share similar

corporate performance metrics to ensure cultural alignment across the

Group. We believe that aligning remuneration across the business is a key

element of aligning our culture, fulfilling our values and being a strong driver

ofbusiness performance.

Predictability – The range of possible values of

rewards to individual Directors and any other

limits or discretions should be identified and

explained at the time of approving the policy.

The Committee maintains clear caps on incentive opportunities and will use

its available discretion if necessary.

Proportionality – The link between individual

awards, the delivery of strategy and the long-term

performance of the Company should be clear.

Outcomes should not reward poor performance.

The Committee ensures performance metrics are clearly aligned with the

Group’s strategy each year, maintaining an appropriate balance between

fixed pay, short- and long-term incentive opportunities. Targets are set to

be stretching but achievable, within the Board’s risk appetite. Details of our

approach to measure selection and target setting is included as a note to

thepolicy table.

135

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Directors’ Remuneration Policy

Unite Group’s Remuneration Policy was approved by

shareholders at the 2022 AGM on 12 May 2022 and came

into effect from that date. The report below, save for the

minor changes identified, is as disclosed in the 2021 Directors’

Remuneration Report, which is available to download from the

Company’s website at www.unitegroup.com/investors/reports-

and-presentations.

• References to financial years have been updated

whereappropriate.

• References to changes to the 2019 Remuneration Policy

have been removed.

• Wording around legacy pension arrangements in effect

priorto 1 January 2023 has been removed.

• Legacy wording around the requirement to defer

a percentage of annual bonus only if shareholding

guidelines have not been met has been removed from

the‘Shareholding guidelines’ section.

• Pay-for-performance charts have been updated to

reflect2024 packages for the new CEO and CFO.

• New service contract dates have been added.

The Group aims to balance the need to attract, retain and

motivate Executive Directors and other senior Executives of an

appropriate calibre with the need to be cost effective, whilst at the

same time rewarding exceptional performance. The Committee

has designed a Remuneration Policy that balances those factors,

taking account of prevailing best practice, investor expectations

and the level of remuneration and pay awards made generally

toemployees of the Group.

In addition to the above, the Remuneration Policy for the

Executive Directors and other senior Executives is based on

thefollowing key principles:

• A significant proportion of remuneration should be tied to

the achievement of specific and stretching performance

conditions that align remuneration with the creation of

shareholder value and the delivery of the Group’s strategic

plans, taking care to consider the needs of all stakeholders.

• There should be a focus on sustained long-term

performance, with performance measured over clearly

specified timescales, encouraging Executives to take action

in line with the Group’s strategic plan, using good business

management principles and taking well-considered risks.

• Individuals should be rewarded for success, but steps should

be taken, within contractual obligations, to prevent rewards

for failure – whether financial or operational.

• Above all, Executive remuneration should support the values

and culture of the Group. Pay should be simple and easy to

understand, with all aspects clear and openly communicated

to stakeholders and with alignment with pay philosophies

across the Group.

136

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Policy table

Function Operation Opportunity

Performance

metrics

Base salary

To recognise the

individual’s skills and

experience and to

provide a competitive

base reward.

Base salaries are reviewed

from time to time, with

reference to salary levels for

similar roles at comparable

companies

, to individual

contribution to performance;

and to the experience of

eachExecutive.

Any base salary increases

are applied in line with the

outcome of the review as part

of which the Committee also

considers average increases

across the Group.

In respect of existing Executive

Directors, it is anticipated that

salary increases will generally

be in line with those of salaried

employees as a whole. In

exceptional circumstances

(including, but not limited to, a

material increase in job size or

complexity) the Committee has

discretion to make appropriate

adjustments to salary levels

to ensure that they remain

market competitive.

None

Pension

To provide an

opportunity for

Executives to

build up income

uponretirement.

All Executives are either

members of the Unite

Group Personal Pension

scheme or receive a cash

pensionallowance.

Salary is the only element

of remuneration that

ispensionable.

Executive Directors receive a

Company pension contribution

– or an equivalent cash

allowance – aligned to that

offered to a majority of

employees across the Group

in percentage of salary terms

(currently 11% of salary).

None

Benefits

To provide non-

cash benefits which

are competitive

in the market in

which the Executive

isemployed.

Executives receive benefits

which consist primarily of

the provision of a company

car or a car allowance, and

private health care insurance,

although can include any such

benefits that the Committee

deemsappropriate.

Benefits vary by role and

individual circumstances;

eligibility and cost is

reviewedperiodically.

The Committee retains

the discretion to approve

a higher cost in certain

circumstances (e.g. relocation)

or in circumstances where

factors outside the Company’s

control have changed

materially (e.g. increases

ininsurancepremiums).

None

SAYE

To encourage the

ownership of shares

in Unite.

An HMRC-approved scheme

whereby employees (including

Executive Directors) may save

up to the maximum monthly

savings limit (as determined

by prevailing HMRC guidelines)

over a period of three years.

Options granted at up to a

20%discount.

Savings are capped at the

prevailing HMRC limit at the

time employees are invited

toparticipate.

None

1. Remuneration peer companies include the constituents of the FTSE 350 Real Estate Index and UK-listed companies of similar market capitalisation.

TheCommittee reviews comparator groups periodically to ensure they remain appropriate and retains the discretion to change companies.

137

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Function Operation Opportunity

Performance

metrics

Annual bonus

To incentivise and

reward strong

performance

against financial

and non-financial

annual targets, thus

delivering value to

shareholders and

being consistent with

the delivery of the

strategic plan.

Performance measures, targets

and weightings are set at the

start of the year.

At the end of the year, the

Remuneration Committee

determines the extent to which

targets have been achieved.

From the 2022 annual bonus

onwards, 50% of any bonus

payable will be deferred for

two years.

Deferral is generally by an

allocation of shares in the

Company, which are generally

held in the Employee Share

Ownership Trust.

Awards under the Performance

Related Annual Bonus are

subject to malus and clawback

provisions, further details of

which are included as a note to

the policy table.

For Executive Directors, the

maximum annual bonus

opportunity is 140% of

basesalary.

Up to 30% of maximum

will be paid for Threshold

performance under each

measure and up to 50% of

maximum will be paid for on-

target performance.

A payment equal to the value

of dividends which would have

accrued on vested deferred

bonus shares will be made

following the release of awards

to participants, either in the

form of cash or as additional

shares. It is the Committee’s

current intention to make any

dividend payments in the form

of shares.

Performance is assessed on

an annual basis, as measured

against specific objectives set

at the start of each year.

Financial measures will make

up at least 70% of the total

annual bonus opportunity in

any given year. The remainder

will be split between non-

financial metrics and personal/

team objectives according to

business priorities, with the

weighting on the latter being

no more than 20% of the total

annual bonus opportunity.

The Committee has discretion

to adjust the formulaic bonus

outcomes both upwards

(within the plan limits) and

downwards (including down

to zero) to ensure alignment

of pay with performance,

e.g., in the event of one of

the targets under the bonus

being significantly missed or

unforeseen circumstances

outside management control.

The Committee also considers

measures outside the bonus

framework (e.g. Health &

Safety) to ensure there is no

reward for failure.

For 2024, financial metrics

and non-financial metrics will

make up 70% and 30% of the

total annual bonus opportunity

respectively. Further details of

the measures, weightings and

targets applicable are provided

on page 157.

138

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Function Operation Opportunity

Performance

metrics

LTIP

To drive sustained

long-term

performance that

supports the creation

of shareholder value.

The LTIP comprises a

Performance Share Plan (PSP)

and an Approved Employee

Share Option Scheme (ESOS).

The ESOS is used to deliver a

proportion of the LTIP in a tax-

efficient manner, and is subject

to the same performance

conditions as awards made

under the PSP.

Award levels and performance

conditions are reviewed before

each award cycle to ensure

they remain appropriate and

no less stretching than the

firstcycle.

Awards under the LTIP are

subject to malus and clawback

provisions, further details of

which are included as a note

tothe policy table.

The LTIP provides for an award

up to a normal aggregate limit

of 200% of salary for Executive

Directors, with an overall limit

of 300% of salary in exceptional

circumstances. The current

intention is to grant each

Executive Director awards

equivalent to 200% of salary.

Awards may include a

grant of HMRC-approved

options not exceeding £6k

per annum, valued on a fair

valueexchange.

A payment equal to the value

of dividends which would have

accrued on vested shares will

be made following the release

of awards to participants,

either in the form of cash or

as additional shares. It is the

Committee’s current intention

to make any future dividends

payments in the form of shares.

Vesting of LTIP awards

is subject to continued

employment and performance

against relevant metrics

measured over a period

of at least three years.

The Committee will select

performance measures

ahead of each cycle to

ensurethat they continue to

be linked to the delivery of

theCompanystrategy.

Under each measure, threshold

performance will result in up

to 25% of maximum vesting

for that element, rising on a

straight-line to full vesting.

If no entitlement has been

earned at the end of the

relevant performance period,

awards will lapse. A proportion

of vested awards may, at the

discretion of the Committee,

be subject to a holding

period following the end of

a three-year vesting period.

The Committee’s current

intention is that all awards

will be required to be held for

an additional two-year period

post-vesting.

As under the Performance

Related Annual Bonus, the

Committee has discretion

to adjust the formulaic LTIP

outcomes to ensure alignment

of pay with performance, i.e. to

ensure the outcome is a true

reflection of the performance

of the Company.

Details of the measures and

targets to be used for 2024

LTIP awards are included

in the Annual Report on

Remuneration on page 158.

139

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Notes to the policy table

The Committee is satisfied that the above Remuneration Policy

is in the best interests of shareholders and does not promote

excessive risk-taking.

For the avoidance of doubt, in approving this Directors’

Remuneration Policy, authority is given to the Company

to honour any commitments entered into with current or

former Directors (such as the vesting or exercise of past

shareawards).

Performance measure selection and approach

totargetsetting

Measures used under the Annual Bonus and LTIP are selected

annually to reflect the Group’s main short- and long-term

objectives and reflect both financial and non-financial

priorities, as appropriate.

The Committee considers that EPS (currently used in both the

short- and long-term incentive) is an objective and well-accepted

measure of the Company’s performance which reinforces the

strategic objective of achieving profitable growth, whilst a focus

on Total Accounting Return (also currently used in both the

short- and long-term incentive) is consistent with one of our

stated objectives and a key indicator of Company performance in

the real estate sector. The use of relative TSR is strongly aligned

with shareholders and ensures that Executives are rewarded

only if they exceed the returns which an investor could achieve

elsewhere in our sector. Finally, from 2022, the Committee has

increased the overall weighting on sustainability metrics across

variable incentives in order to support and reinforce the Group’s

strategy in this area.

Targets applying to the Performance Related Annual Bonus

and LTIP are reviewed annually, based on a number of internal

and external reference points. Performance targets are set

to be stretching but achievable, with regard to the particular

strategic priorities and economic environment in a given

year. Under the bonus, target performance typically requires

meaningful improvement on the previous year’s outturn, and,

for financial measures, targets are typically set with reference

to market consensus.

Remuneration Policy for other employees

Unite Group’s approach to annual salary reviews is

consistentacross the Group, with consideration given to the

level of experience, responsibility, individual performance and

salary levels in comparable companies. The Company is a fully

accredited Living Wage employer.

In terms of variable incentives, all employees are eligible to

participate in an annual bonus scheme with business area-

specific metrics incorporated where appropriate. Senior

managers are eligible to participate in the LTIP with annual

awards currently up to 100% of salary. Performance conditions

are consistent for all participants, while award sizes vary by

level. Specific cash incentives are also in place to motivate,

reward and retain staff below Board level.

All employees are eligible to participate in the Company’s SAYE

scheme on the same terms.

Shareholding guidelines

The Committee continues to recognise the importance of

Executive Directors aligning their interests with shareholders

through building up a significant shareholding in the Company.

Shareholding guidelines are in place that require Executive

Directors to acquire a holding (excluding shares that remain

subject to performance conditions) equivalent to 250% of base

salary for the Chief Executive and 200% of base salary for each of

the other Executive Directors. Details of the Executive Directors’

current shareholdings are provided in the Annual Report

onRemuneration.

In order to provide further long-term alignment with shareholders

and ensure a focus on successful succession planning, Executive

Directors will normally be expected to maintain a holding of Unite

shares for a period after their employment as a Director of the

Group. This ‘post-exit’ shareholding guideline will be equal to

the lower of a Directors’ actual shareholding at the time of their

departure and the shareholding requirement in effect at the date

of their departure, with such shares to be held for a period of

at least two years from the date of ceasing to be a Director. The

specific application of this shareholding guideline will be at the

Committee’s discretion.

In order to monitor and enforce the post-exit shareholding

requirement, the Committee has established an internal policy

document detailing which shares are covered, the valuation

methodology, the holding mechanism and any discretions

available. In summary, this post-exit requirement will apply to

any LTIP awards or deferred bonus share awards granted on or

after 9 May 2019 (being the date of approval of the 2019 Policy),

with shares deposited into a Nominee Account until such time

that the required post-exit shareholding level has been achieved

(calculated annually). Shares held in the Nominee Account will

generally be held for a period of not less than two years from the

date an individual ceases employment as a Director of the Group.

Malus and clawback

Awards under the Performance Related Annual Bonus and the

LTIP are subject to malus and clawback provisions which can

be applied to both vested and unvested awards. Malus and

clawback provisions will apply for a period of at least two years

post-vesting. Circumstances in which malus and clawback may

be applied include a material misstatement of the Company’s

financial accounts, gross misconduct on the part of the award-

holder, error in calculating the award vesting outcome and,

from 2019 awards onwards, corporate failure as determined

by the Remuneration Committee.

140

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Non-Executive Director remuneration

Subject to annual re-election by shareholders, Non-Executive Directors are appointed for an initial term of approximately

threeyears. Subsequent terms of three years may be awarded. The appointment, reappointment and the remuneration of

Non-Executive Directors are matters reserved for the full Board.

The Non-Executive Directors are not eligible to participate in the Company’s performance-related bonus plan, Long-Term

Incentive Plans or pension arrangements.

Details of the policy on fees paid to our Non-Executive Directors are set out in the table below:

NED Date of service contract

R Paterson 21 September 2017

I Beato 20 July 2018

S Pearce 14 October 2019

T Jackson 29 November 2019

S Smith 14 October 2019

R Huntingford 26 October 2020

N Dulieu 5 August 2022

A Jain 15 May 2023

Function Operation Opportunity

Performance

metrics

Fees

To attract and retain Non-

Executive Directors of the

highest calibre with broad

commercial and other

experience relevant to

theCompany.

Fee levels are reviewed annually, with

any adjustments typically effective

1January in the year following review.

The fees paid to the Chair are

determined by the Committee,

whilst the fees of the Non-Executive

Directors are determined by

theBoard.

Additional fees are payable for

acting as Senior Independent

Director and as Chair of any of the

Board’s Committees (Audit & Risk,

Remuneration, Nomination, Health

&Safety, Sustainability).

Fee levels are benchmarked against

sector comparators and FTSE-

listed companies of similar size and

complexity. Time commitment and

responsibility are taken into account

when reviewing fee levels.

Expenses incurred by the Chair and

the Non-Executive Directors in the

performance of their duties (including

taxable travel and accommodation

benefits) may be reimbursed or

paid for directly by the Company,

asappropriate.

Non-Executive Director fee increases

are applied in line with the outcome

of the annual fee review. Fees for

the year commencing 1 January 2024

are set out in the Annual Report

onRemuneration.

It is expected that increases to Non-

Executive Director fee levels will be in

line with salaried employees over the

life of the policy. However, in the event

that there is a material misalignment

with the market or a change in the

complexity, responsibility or time

commitment required to fulfil a Non-

Executive Director role, the Board has

discretion to make an appropriate

adjustment to the fee level.

None

141

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Pay for performance scenarios

The charts below provide an illustration of the potential future reward opportunities for the Executive Directors, and the potential

split between the different elements of remuneration under four different performance scenarios: ‘Minimum’, ‘On-target’,

‘Maximum’ and ‘Maximum including the impact of a 50% share price appreciation on LTIP awards’.

Potential reward opportunities are based on Unite Group’s Remuneration Policy, applied to the base salaries effective 1 January

2024. The annual bonus and LTIP are based on the maximum opportunities set out under the Remuneration Policy, being 140%

of salary under the annual bonus and a 2024 LTIP grant of 200% of salary. Note that the LTIP awards granted in a year do not

normally vest until the third anniversary of the date of grant, and the projected value is based on the face value at award rather

than vesting (i.e. the scenarios exclude the impact of any share price movement over the period). The exception to this is the last

scenario which, in line with the requirements of the UK Corporate Governance Code, illustrates the maximum outcome assuming

50% share price appreciation for the purpose of LTIP value.

Remuneration (£’000)

500

1,000

1,500

2,000

2,500

3,000

3,500

Salary, pension, beneﬁts Annual bonus LTIP

Mike BurtJoe Lister

Minimum On-target Maximum Maximum + 50%

share price inc.

for LTIP

Minimum On-target Maximum Maximum + 50%

share price inc.

for LTIP

£691

100.0% 48.7%

29.9%

21.4%

25.1%

30.8%

44.1%

20.6%

25.3%

54.2%

100.0% 49.0%

29.7%

21.2%

25.3% 20.8%

30.7%

25.2%

43.9%

54.0%

£1,419

£2,754

£3,361

£454

£927

£1,793

£2,187

The ‘Minimum’ scenario reflects base salary, pension and benefits (i.e. fixed remuneration) which are the only elements of the

Executive’s remuneration packages not linked to performance.

The ‘On-target’ scenario reflects fixed remuneration as above, plus bonus payout of 70% of salary and LTIP threshold vesting

at25% of maximum award (50% of salary).

The ‘Maximum’ scenario is shown on two bases: excluding and including the impact of share price appreciation on the value of

LTIP outcomes. In both cases, the scenario includes fixed remuneration and full payout of all incentives (140% of salary under

the annual bonus and 200% of salary under the LTIP), with the final scenario also including the impact of a 50% increase in Unite

Group’s share price on the value of the LTIP (in effect, valuing this element of pay at 300% of salary).

Salary

Benefits

(based on FY23) Pension

2024 maximum

annual bonus

2024 LTIP award

face value

CEO £606,900 £17,068 11% of salary 140% of salary 200% of salary

CFO £393,750 Same as above 11% of salary 140% of salary 200% of salary

142

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Approach to recruitment remuneration

External appointment to the Board

In the cases of hiring or appointing a new Executive Director from outside the Company, the Remuneration Committee may make

use of all the existing components of remuneration, as follows:

In determining appropriate remuneration, the Remuneration Committee will take into consideration all relevant factors (including

quantum, nature of remuneration and the jurisdiction from which the candidate was recruited) to ensure that arrangements are in

the best interests of both Unite Group and its shareholders. The Committee may make an award in respect of a new appointment to

‘buy out’ incentive arrangements forfeited on leaving a previous employer on a like-for-like basis, which may be awarded in addition

to the remuneration structure outlined in the table above. In doing so, the Committee will consider relevant factors including time

to vesting, any performance conditions attached to these awards and the likelihood of those conditions being met. Any such ‘buy-

out’ awards will typically be made under the existing annual bonus and LTIP schemes, although in exceptional circumstances the

Committee may exercise the discretion available under Listing Rule 9.4.2 R to make awards using adifferent structure. Any ‘buy-out’

awards would have a fair value no higher than the awards forfeited.

Internal promotion to the Board

In cases of appointing a new Executive Director by way of internal promotion, the Remuneration Committee and Board will be

consistent with the policy for external appointees detailed above. Where an individual has contractual commitments made prior

to their promotion to Executive Director level, the Company will continue to honour these arrangements. With regards to pension

contributions, as above, this would be aligned to that offered to a majority of employees across the Group at the time of promotion

to the Board. The Remuneration Policy for other employees is set out on page 140. Incentive opportunities for below Board

employees are typically no higher than Executive Directors, but measures may vary to provide better line-of-sight.

Non-Executive Directors

In recruiting a new Non-Executive Director, the Remuneration Committee will utilise the policy as set out in the table on page141.

A base fee in line with the prevailing fee schedule would be payable for Board membership, with additional fees payable for acting

as Senior Independent Director and/or as Chair of the Board’s Committees.

Component Approach Maximum annual grant value

Base salary The base salaries of new appointees will be determined by reference

to relevant market data, experience and skills of the individual, internal

relativities and their current basic salary. Where new appointees have

initial basic salaries set below market, any shortfall may be managed

with phased increases over a period of two to three years subject to

the individual’s development in the role.

Pension New appointees will receive Company pension contributions – or an

equivalent cash supplement – aligned to that offered to a majority of

employees across the Group at the time of appointment (currently

11% of salary).

Benefits New appointees will be eligible to receive benefits which may include

(but are not limited to) the provision of a company car or cash

alternative, private medical insurance and any necessary relocation

expenses. New appointees will also be eligible to participate in all-

employee Share Schemes.

SAYE

Performance Related

Annual Bonus

The structure described in the policy table will apply to new

appointees with the relevant maximum being pro-rated to reflect the

proportion of employment over the year. Targets for the individual

element will be tailored to each Executive.

140% of salary

LTIP New appointees will be granted awards under the LTIP on the same

terms as other Executives, as described in the policy table. The normal

aggregate limit of 200% of salary will apply, save in exceptional

circumstances where up to 300% of salary may be awarded.

300% of salary

143

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Service contracts and treatment for leavers and change of control

Executive Director service contracts, including arrangements for early termination, are carefully considered by the Committee.

In accordance with general market practice, each of the Executive Directors has a rolling service contract requiring 12 months’

notice of termination on either side. Such contracts contain no specific provision for compensation for loss of office, other

than an obligation to pay for any notice period waived by the Company, where pay is defined as salary, benefits and any other

statutory payments only. Where a payment is made in equal monthly instalments, the Committee will expect the Director to

mitigate his/her losses by undertaking to seek and take up, as soon as reasonably practicable, any suitable/similar opportunity

to earn alternative income over the period in which the instalments are to be made. The instalment payments will be reduced

(including to zero) by the amount of such income that the employee earns and/or is entitled to earn over the applicable period.

Executive Director service contracts are available to view at the Company’s registered office.

The Remuneration Committee will exercise discretion in making appropriate payments in the context of outplacement, settling legal

claims or potential legal claims by a departing Executive Director, including any other amounts reasonably due to the Executive

Director, for example to meet the legal fees incurred by them in connection with the termination of employment, where the

Company wishes to enter into a settlement agreement and the individual must seek independent legal advice.

When considering exit payments, the Committee reviews all potential incentive outcomes to ensure they are fair to both

shareholders and participants. The table below summarises how the awards under the annual bonus and LTIP are typically

treated in specific circumstances, with the final treatment remaining subject to the Committee’s discretion:

Executive

Date of

service contract

J Lister 1 January 2024

M Burt 1 January 2024

R Smith 28 September 2011

Calculation of vesting/payment

Annual bonus

Cash element In the event of retirement, ill health, death, disability, redundancy or any other circumstance at

the discretion of the Remuneration Committee, or in the event of a change of control, Executive

Directors may receive a bonus payment for the year in which they cease employment. This payment

will normally be pro-rated for time and will only be paid to the extent that financial and individual

objectives set at the beginning of the plan year have been met.

Otherwise, Executive Directors must be employed at the date of payment to receive a bonus.

Deferred element Deferred bonus shares will normally be retained and will be released in full following completion

ofthe applicable deferral period.

LTIP

Leavers before the end of the

performance period

In the event of retirement, ill health, death, disability, redundancy or any other circumstance at the

discretion of the Remuneration Committee, or in the event of a change of control, the Committee

determines whether and to what extent outstanding awards vest based on the extent to which

performance conditions have been achieved and the proportion of the vesting period worked. This

determination will be made as soon as reasonably practical following the end of the performance

period or such earlier date as the Committee may agree (within 12 months in the event of death).

In the event of a change of control, awards may alternatively be exchanged for new equivalent

awards in the acquirer where appropriate.

If participants leave for any other reason before the end of the performance period, their award

willnormally lapse.

Leavers after the end

of the performance period

Any awards in a holding period will normally vest following completion of the holding period.

14 4

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

External appointments

With the approval of the Board in each case, and subject to the

overriding requirements of the Group, Executive Directors may

accept external appointments as Non-Executive Directors of

other companies and retain any fees received. Joe Lister was

appointed as a Non-Executive Director on the Board of Helical

Plc effective 1 September 2018 and received a fee of c.£62k in

respect of his service for 2023. Richard Smith was appointed

as a Non-Executive Director on the Board of Industrials REIT

(formerly Stenprop Limited) effective 4 November 2020 and

received a fee of c.34k in respect of his service for 2023.

Consideration of conditions elsewhere in the Company

When making decisions on Executive Director remuneration,

the Committee considers pay and conditions across Unite

and reflects on available data such as the Gender Pay

Gapreporting and the CEO pay ratio analyses. Prior to the

annualsalary review, the Group People Director provides the

Committee with a summary of the proposed level of increase

for overall employee pay. The Remuneration Committee did

not formally consult with employees in designing the above

Executive Remuneration Policy. The Culture Matters forum,

launched in October 2021 and attended by the employee

engagement NED, will, in future, provide the Board and

Committee with a greater opportunity to solicit the views of

employees on remuneration structures and processes across

the Group. Specifically, this forum will include as part of its

agenda an opportunity to discuss remuneration issues, answer

any questions around pay practices, and to explain to the

workforce how Executive pay arrangements align with the

wider pay policy.

Consideration of shareholder views

In designing the current policy, the Remuneration Committee

consulted with Unite Group’s top 20 investors and with proxy

advisers (Glass Lewis, the Investment Association and ISS) to

seek their views on proposed changes, as well as remuneration

at Unite Group more broadly. The Committee thanks investors

taking the time to participate in the consultation and we

welcomed the positive and constructive feedback received.

TheCommittee used this feedback, along with updates to

investor body principles published around the time of the

review, to refine and further develop the final proposals. The

Committee will continue to monitor trends and developments

in corporate governance and market practice to ensure the

structure of the Executive remuneration remains appropriate.

145

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Annual Report on Remuneration

The following section provides details of how Unite

Group’s Remuneration Policy was implemented during the

financial year ended 31 December 2023, and how it will be

implementedin 2024.

Remuneration Committee membership in 2023

The primary role of the Committee is to:

• Review, recommend and monitor the level and structure

of remuneration for the Executive Directors and other

seniorExecutives.

• Approve the remuneration packages for the Executive

Directors and ensure that pay outcomes reflect the

performance of the Company.

• Determine the balance between base pay and performance-

related elements of the package so as to align Directors’

interests to those of shareholders.

The Committee’s terms of reference are set out on

the Company’s website. As of 31 December 2023, the

Remuneration Committee comprised four independent

Non-Executive Directors.

• Nicky Dulieu (Committee Chair from 1 March 2023)

• Ross Paterson

• Dame Shirley Pearce

• Professor Sir Steve Smith

Elizabeth McMeikan served as Committee Chair until 28

February 2023. Certain Executives, including Richard Smith,

JoeLister and Helene Murphy (Group People Director), are

invited to attend meetings of the Committee, and the Company

Secretary, Christopher Szpojnarowicz, acts as secretary to

the Committee. Richard Huntingford and Thomas Jackson are

also invited to attend meetings. No individuals are involved in

decisions relating to their own remuneration. The Remuneration

Committee convened five times during the year and details of

members’ attendance at meetings are provided in the Corporate

Governance section on page 102.

Key activities of the Remuneration Committee in 2023 included:

• Reviewed the Executive Directors’ performance against 2020

LTIP targets and approved final vesting.

• Approved the Directors’ Remuneration Report for 2022.

• Determined the Executive Directors’ bonus and LTIP

performance targets for 2023 in line with the strategic plan

and approved grant of awards under the LTIP in April 2023.

• Approved implementation of delayed salary increases for

Executive Directors with effect from 1 July 2023.

• Considered and approved the leaver arrangements for

Richard Smith.

• Considered and approved remuneration arrangements for

Joe Lister and Mike Burt in their new roles.

• Continued to monitor remuneration market trends and

corporate governance developments.

• Reviewed the CEO pay ratio and gender pay data

anddisclosures.

• Considered feedback from the Culture Matters forum.

• Commenced a review of the fee payable to the Board Chair.

• Commenced preparation of the 2023 Directors’

Remuneration Report.

Advisers

Ellason LLP was appointed as the independent remuneration

adviser to the Committee effective 1 January 2021 and retained

during the year. The Committee undertakes due diligence

periodically to ensure that Ellason is independent and that

the advice provided is impartial and objective. During 2023,

Ellason provided independent advice including updates on the

external remuneration environment, guidance on the leaver

arrangements for Richard Smith and on the remuneration

arrangements of the new CEO and CFO, performance testing

for Long-Term Incentive Plans and Directors’ Remuneration

Report drafting support. Ellason reports directly to the Chair

of the Remuneration Committee and does not advise the

Company on any other issues. Their total fees for the provision

ofremuneration services to the Committee in 2023 were

£42,823 (2022: £37,050) on the basis of time and materials.

Ellason is a member and signatory of the Code of Conduct

for Remuneration Consultants, details of which can be found

at www.remunerationconsultantsgroup.com. None of the

individual Directors have a personal connection with Ellason.

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Summary of shareholder voting at AGMs

The following table shows the results of the advisory vote on the 2022 Annual Report on Remuneration at the 2023 AGM and

thebinding vote on the Directors’ Remuneration Policy at the 2022 AGM:

Single total figure of remuneration for Executive Directors (audited)

The table below sets out a single figure for the total remuneration received for 2022 and 2023 by each Executive Director who

served in the year ended 31 December 2023:

1. Salaries for 2023 reflect the additional mid-year increase approved by the Committee with effect from 1 July 2023, as detailed on page 128.

2. Taxable benefits for 2023 consist primarily of company car or car allowance and private health care insurance. The figures above include car benefits of £15,000 for

Messrs. Smith and Lister.

3. Pension figures include contributions to the UNITE Group Personal Pension Scheme and cash allowances, where applicable. Pension contributions were reduced to

a maximum of 11% of salary with effect from 1 January 2023.

4. Annual bonus figures reflect the full amount earned in respect of the relevant financial year, including any amounts which are required to be deferred.

5. 2022 figures: Vesting of 2020 awards was confirmed as 18.7% of maximum following the publication of comparator full-year results. The LTIP figures shown are

based on the market price on the date of vesting (23 April 2023) of 940.0p. These amounts have been revised upwards from last year’s report to reflect the positive

final vesting outcome.

2023 figures: For the 2021 awards, vesting of the relative TAR element will be finalised following the publication of comparator results over the coming months,

with Unite Group currently estimated to rank above upper quartile. Overall anticipated vesting of the 2021 awards used in this single figure is therefore 76.0% of

maximum. Similarly, the market price on the date of vesting for these awards is currently unknown and so the value shown is estimated using the average market

value over the last quarter of 2023 of 952.3p. See following sections for further details. The value of the vested 2021 awards shown reflects the impact of a c.13%

fall in the vesting share price compared to the share price at grant and therefore none of the value shown is attributable to share price appreciation.

For both 2022 and 2023, LTIP figures include the value of dividends for vested awards which will be paid as additional shares (estimated, where relevant). Awards

inthe form of HMRC-approved options are valued based on the embedded gain at vesting (i.e. subtracting the applicable exercise price) and attract no dividends.

6. ‘Other’, includes the embedded value of SAYE/Sharesave options at grant.

2022 Annual Report on Remuneration Directors’ Remuneration Policy

For (including discretionary) 352,941,199 98.64% 357,032,859 97.83%

Against 4,856,647 1.36% 7,905,945 2.17%

Total votes cast (excluding withheld votes) 357,797,846 364,938,804

Votes withheld 1,765,182 1,761,682

Total votes cast (including withheld votes) 359,563,028 366,700,486

Salary

Taxable

benefits Pension

Annual

bonus LTIP Other

Total single

figure Total fixed

Total

variable

£ Note 1 Note 2 Note 3 Note 4 Note 5 Note 6

R Smith 2023 558,088 16,241 53,238 429,727 682,670 0 1,739,964 627,567 1,112,397

2022 522,500 16,123 59,550 263,340 216,584 4,498 1,082,595 598,173 484,422

J Lister 2023 431,794 17,068 38,734 332,482 555,499 2,318 1,377,895 487,596 890,299

2022 411,250 16,854 46,918 207,270 176,263 0 858,555 475,022 383,533

147

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Single total figure of remuneration for Non-Executive Directors (audited)

The table below sets out a single figure for the total remuneration received for 2022 and 2023 by each Non-Executive Director

who served in the year ended 31 December 2023:

1. Relevant changes in Non-Executive Directors and responsibilities as follows:

i. Elizabeth McMeikan retired from the Board on 28 February 2023.

ii. Reflecting the Relationship Agreement with CPPIB Holdco, Thomas Jackson does not receive any fees in respect of his Non-Executive Director position

withUnite Group.

iii. Nicky Dulieu joined the Board on 1 September 2022 and took up the roles of Senior Independent Director and Chair of the Remuneration Committee with effect

from 1 March 2023. An administrative error, which resulted in an overpayment of fees in 2022, has since been corrected and is reflected as a deduction to the

single figure for 2023.

iv. Angela Jain joined the Board as a Non-Executive Director on 1 August 2023.

2. Taxable benefits relate primarily to certain travel expenses.

£ Base fee

Committee Chair/

SID fees

Taxable

benefits

Total

single figure

Note 1 Note 2

R Huntingford 2023 238,703 – 95 238,798

2022 231,750 – – 231,750

E McMeikan

(i)

2023 8,742 2,846 – 11,588

2022 50,925 16,595 269 67,789

R Paterson 2023 52,453 10,900 – 63,353

2022 50,925 10,600 39 61,564

I Beato 2023 52,453 – 40 52,493

2022 50,925 – 45 50,970

S Pearce 2023 52,453 10,900 – 63,353

2022 50,925 10,600 45 61,570

T Jackson

(ii)

2023 – – – –

2022 – – – –

S Smith 2023 52,453 10,900 19 63,372

2022 50,925 10,600 50 61,575

N Dulieu

(iii)

2023 48,920 14,229 – 63,149

2022 20,508 – – 20,508

A Jain

(iv)

2023 21,855 – – 21,855

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Incentive outcomes for the year ended 31 December 2023 (audited)

Annual bonus in respect of 2023 performance

The maximum bonus opportunity for each Executive Director in 2023 was 140% of base salary, with Threshold and On-target

performance paying 30% and 50% of maximum respectively, under each performance measure. The 2023 annual bonus was

based on an additive combination of financial (weighted 70%) and non-financial (30%) metrics. Further details, including the

targets set and performance against each of the metrics, are provided in the tables below:

The Committee notes in particular the strong outcomes under both the customer satisfaction and university reputation metrics, with

both delivering a full payout for 2023. In the case of the latter, acknowledging the significant outperformance of the range, the

Committee revisited its process for setting the targets to ensure that the final outcome was justified. It was noted that external

guidance at the time of setting the targets had suggested that a recovery to previous levels would be a multiple-year process, and

a range of key actions had been agreed including professional development plans for teams leading on the relationships front.

Feedback from our university partners in the 2023 survey was very positive citing proactive engagement and our strong student

focus and support offerings. With this context in mind, the Committee supported the overall outcomes and considers that the

outperformance of the target range – and record outcome for this measure – is a direct result of the teams’ hard work and their

dedication to Unite’s stakeholders.

Prior to finalising the annual bonus outcome, the Committee received a detailed report from Professor Sir Steve Smith, Chair

of the Health & Safety Committee, which reviewed the Group’s operational incident and fire safety performance during 2023,

provided an update on the cladding remediation programme and associated safety metrics, and noted the continued investment

in Unite Group’s Safety Centre of Excellence, with further improvements to overall reporting culture and the speed at which any

issues arising are addressed. The Committee’s conclusion aligned with that in the report, namely that the Executive team has

continued to promote a culture of openness and transparency around health and safety matters, and has worked proactively

toaddress challenges faced to ensure that health and safety remains Unite Group’s number one priority.

Having taken the above into account, the Committee is satisfied that the overall bonus outcome of 77.0% of salary (cf. a

maximum of 140% of salary) in respect of 2023 is appropriate. In line with the policy, 50% of the annual bonuses earned

byExecutive Directors will be satisfied in Unite shares, deferred for two years.

Threshold On-target Maximum

Measure Weight 30% of max 50% of max

100% of

max Actual

Outcome

(% of max)

Financial

(70%)

Adjusted EPRA EPS 25.0% 42.0p 44.0p 46.0p 44.3p 57.5%

TAR per share 25.0% 64.5p 73.5p 83.5p 26.5p 0.0%

Loan to Value 20.0% 35.0% 34.0% 32.0% 28.0% 100.0%

Non-financial

(30%)

Customer satisfaction 7.5% 38 40 42 42 100.0%

University reputation 7.5% 11 13 15 32 100.0%

GRESB rating 7.5% 84 85 87 86 75.0%

Employee engagement 7.5% 73 75 77 70 0.0%

Executive

Overall outcome

(% of maximum)

Overall outcome

(% of salary)

Overall outcome

(£)

Richard Smith 55.0% 77.0% £429,727

Joe Lister 55.0% 77.0% £332,482

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Confirmation of 2020 LTIP vesting (vested on performance to 31 December 2022)

In last year’s report, the Committee provided an estimate for the vesting of the 2020 LTIP awards based on relative TAR after

two years of the performance period. Following the publication of TAR results by comparators with March 2023 year-ends, the

Committee was able to assess this element of the LTIP, with Unite’ Group’s TAR of 14.9% coming in between median (+4.2%) and

upper quartile (+29.8%) over the full three-year performance period. The resulting vesting outcome was 56.2% of maximum for the

relative TAR element which, when combined with the outcomes for the relative TSR (0% of maximum) and EPS (0% of maximum)

elements, resulted in an overall vesting outcome for the 2020 LTIP of 18.7% of maximum. The Committee was satisfied that this

modest positive vesting result was supported by broader underlying Group performance, and accordingly applied no discretion

in respect of the outcome.

2022 values included in the single figure of remuneration table for both Richard Smith and Joe Lister have been updated to reflect

the revised number of shares vesting, as well as the actual share price on 23 April 2023 of 940.0p.

2021 LTIP vesting (vested on performance to 31 December 2023)

Awards in 2021 were made under the LTIP, consisting of the Unite Group Performance Share Plan (PSP) and the Unite Group Approved

Employee Share Option Scheme (ESOS). Vesting of the awards was dependent on three equally-weighted measures over a three-

year performance period: absolute EPS, relative TSR and relative TAR, with Unite Group’s performance for both the TSR and TAR

elements compared to the constituents of the FTSE 350 Real Estate Supersector Index. There was no retest provision. Further

details, including vesting schedules and performance against each of the metrics, are provided in the table below.

Vesting of the relative TAR element will be finalised following the publication of comparator results over the coming months,

withUnite Group currently estimated to rank above upper quartile, equating to full vesting under this element, and 76.0% vesting

overall. No discretion has been exercised in respect of the 2021 LTIP to-date; the Committee will confirm this position once final

vesting of the relative TAR element has been approved later in 2024.

Executive Interests held Confirmed vesting % Interests vesting Date vesting

Richard Smith 118,129

18.7%

22,089

23 April 2023

Joe Lister 96,256 17,999

Measure Weight Targets Outcome Vest %

2023 Adjusted EPRA EPS 1/3 0% vesting below 44.0p

25% vesting for 44.0p

100% vesting for 51.5p or more;

Straight-line vesting between these points

44.3p 28.0%

TSR ranking vs. constituents

of theFTSE 350 Real Estate

SupersectorIndex

1/3 0% vesting below median

25% vesting for performance in line with median

100% vesting for performance in line with upper

quartile or above;

Straight-line vesting between these points

5.9%:

above upper

quartile

100.0%

TAR ranking vs. constituents

of theFTSE 350 Real Estate

SupersectorIndex

1/3 0% vesting below median

25% vesting for performance in line with median

100% vesting for performance in line with upper

quartile or above;

Straight-line vesting between these points

Estimated:

above upper

quartile

Estimated:

100.0%

Total estimated LTIP vesting (sum product of weighting and vest %) 76.0%

15 0

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

In line with reporting regulations, the value disclosed above and in the single total figure of remuneration table on page 147

captures the estimated full number of interests vesting (i.e. excluding the two-year holding period). As the market price on the

date of vesting is unknown at the time of reporting, the value is estimated using the average market value over the last quarter

of2023 of 952.3p. Values will be trued-up in the 2024 Annual Report on Remuneration to reflect actual relative TAR vesting and

the actual share price at the date of vesting for these awards.

The estimated values include the impact of a c.13% fall in the assumed market price compared to the share price at grant

(1,083.5p). Executives also became entitled to additional shares representing the dividends payable on vested LTIP shares

over the three-year performance period. The estimated value of these additional shares is included in the row entitled ‘LTIP’

in the single total figure of remuneration table on page 147, and equates to £52,508 and £42,727 for Messrs. Smith and Lister

respectively. Actual dividends payable will be determined on finalising vesting of the TAR element of awards.

Percentage change in remuneration of Directors and employees

This table is produced in accordance with the Companies (Directors’ Remuneration Policy and Directors’ Remuneration Report)

Regulations 2019 and shows the change in remuneration of Unite Directors and employees over time.

Executive Director remuneration includes base salary, taxable benefits and annual bonus (where eligible). Non-Executive Director

remuneration includes base fee and any additional fees paid, and taxable benefits. Data is shown on a full-time equivalent basis

and growth rates are based on a consistent set of employees, i.e. the same individuals appear in the 2023 and 2022 populations

for the 2023 analysis and so on.

Executive

Interests

held

Estimated

vesting %

Estimated

interests

vesting

Date

vesting

Assumed

market

price

Estimated

value...

... of which,

value due

to share

price

growth

Note 1 Note 2

Richard Smith 87,549 76.0% 66,537 After TAR

assessment

(June/July)

952.3p £682,670 N/A

Joe Lister 71,329 54,210 £555,499 N/A

Basic salary/total fee Taxable benefits Annual bonus

Director

Note 1 Note 2 Note 3

2023 2022 2021 2020 2023 2022 2021 2020 2023 2022 2021 2020

R Smith 6.8% 10.6% 11.1% (6.9)% 0.7% (6.5)% 6.4% 0.0% 63.2% (45.7)% n/m (100.0)%

J Lister 5.0% 7.0% 11.1% (6.9)% 1.3% (2.4)% (1.3)% 3.4% 60.4% (47.5) % n/m (100.0)%

R Huntingford 3.0% 28.0% 266.3% N/A N/A (100.0)% n/m N/A N/A N/A N/A N/A

E McMeikan 3.0% 3.0% 11.1% ( 7.3)% (100.0)% 589.6% (70.5)% (60.2)% N/A N/A N/A N/A

R Paterson 3.0% 3.0% 11.1% (7.3)% (100.0)% 1,190.0% (71.1)% 100.0% N/A N/A N/A N/A

I Beato 3.0% 3.0% 11.1% (7. 3) % (11.1)% 1,400.0% n/m (100.0)% N/A N/A N/A N/A

S Pearce 3.0% 6.6% 29.7% (7. 3) % (100.0)% 1,400.0% (71.1)% 100.0% N/A N/A N/A N/A

T Jackson N/A N/A N/A N/A n/m (100.0)% n/m N/A N/A N/A N/A N/A

S Smith 3.0% 3.0% 17.0% N/A (62.6)% 2.0% n/m N/A N/A N/A N/A N/A

N Dulieu 24.0% N/A N/A N/A n/m N/A N/A N/A N/A N/A N/A N/A

A Jain N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A

All employees 11.6% 3.6% 2.9% 4.4% 6.1% 3.2% 2.3% 2.3% 87.7% (52.8)% 285.0% (67.8)%

1. Changes in Directors and responsibilities during the 2022 and 2023 financial years which are relevant to the calculations above are as follows:

− Elizabeth McMeikan retired from the Board with effect from 28 February 2023.

− Nicky Dulieu joined the Board with effect from 1 September 2022 and took on the roles of Senior Independent Director and Chair of the Remuneration Committee

with effect from 1 March 2023.

− Angela Jain joined the Board with effect from 1 August 2023.

2. For Executive Directors, taxable benefits consist primarily of company car or car allowance and private health care insurance. For Non-Executive Directors, taxable benefits

relate primarily to certain travel expenses and accommodation which, given the relatively small numbers involved, can produce sizeable percentage changes from year to year.

3. The figures shown are reflective of any bonus earned during the respective financial year. Non-Executive Directors are not eligible to participate in the annual

bonusscheme.

1. In each case, interests held includes 479 HMRC-approved options under the ESOS.

2. Estimated value of HMRC-approved options is based on embedded gain (i.e. after subtracting 1,083.5p exercise price). Value includes the accumulated dividends on

vested shares.

151

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Relative importance of spend on pay

The table below shows shareholder distributions (i.e. dividends and share buybacks) and total employee pay expenditure for the

financial years ended 31 December 2022 and 31 December 2023, along with the percentage change in both.

Distributions to shareholders reflects actual payments made during the relevant financial year. Employee remuneration excludes

social security costs.

Relationship between the remuneration of the CEO and all employees

There is strong alignment between the Company’s approach to remuneration for Executive Directors and other employees

(seepage 153 for details).

Consistent with previous years, given the significant undertaking required to calculate the single figure of remuneration for all

UK employees, the Committee opted to use data already available from the gender pay reporting as the basis for identifying

employees at P25, P50 and P75 (‘Option B’). We believe this provides a reasonable estimate for employees’ pay at these levels

within the organisation. Further details on the specific steps used in calculating the above ratios are as follows:

• We used the most recent gender pay gap data from 5 April 2023 to rank the hourly rates of all UK employees. From this initial

ranking we identified those individuals positioned at P25, P50 and P75, as well as the immediate employees either side of P25,

P50 and P75.

• Employees selected as P25, P50 and P75 were checked to confirm that they were employed for the whole of the 2023 financial year.

• Total FTE remuneration for each of these individuals was then calculated to 31 December 2023 on the same basis as used in the

single figure table for our CEO. All figures are total amounts paid to full-time employees covering the whole 2023 financial year.

Overtime pay, where received during the year, has been excluded so that the figures are comparable with the Chief Executive.

• In reviewing the employee pay data, the Committee is comfortable that the P25, P50 and P75 individuals identified

appropriately reflect the employee pay profile at those quartiles, and that the overall picture presented by the ratios is

consistent with our pay, reward and progression policies.

The Committee notes that the statutory CEO pay ratios have increased in 2023 as compared to 2022, with, for example, the ratio

of CEO total remuneration to the median employee increasing from 42:1 to 54:1. This year-on-year change is principally driven by

the strong estimated vesting under the 2021 LTIP which, at 76.0%, is markedly higher than for the 2020 LTIP (18.7%).

Reflecting that a significant proportion of the CEO’s remuneration is linked to Group performance and share price movements

over the longer-term, and that, as a result, changes in the headline ratios may be volatile, the Committee also reviews ratios for

salary and salary plus annual bonus. Participation in the Group’s long-term incentives is currently limited to c.60 senior leaders,

with none of the individuals identified as P25, P50 and P75 in this group. On the other hand, the significant majority of our

employees are eligible to participate in annual bonus arrangements – and so the Committee considers this ratio, as well as the

ratio comparing just salaries, to provide helpful additional context. The Committee notes, for example, that the ratio of median

employee salary to the CEO fell from 23:1 to 19:1 reflecting the tiered approach to salary increases last year and the substantial

Real Living Wage increase awarded to relevant individuals. Similarly, the ratio of median employee salary plus annual bonus to the

CEO was broadly flat between 2022 and 2023, recognising the similarity in outcomes under the schemes operated at all levels.

2023

£m

2022

£m

% change

2022–23

Total employee pay expenditure 75.7 65.8 15.0%

Distributions to shareholders 117. 3 96.4 21.7%

152

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Having reviewed the data points and associated context, the Committee is satisfied that the fluctuation in the headline ratios this

year reflects appropriate differences in the structure of remuneration at different levels of seniority.

1. 2022 CEO single figure of remuneration has been trued-up from last year’s report to reflect the final vesting outcome and actual market price on the date of

vesting for 2020 LTIP awards, with ratios updated accordingly.

CEO pay ratio 2023 2022

2021 2020 2019

Methodology used B B B B B

Average number of employees 1,859 1,889 1,900 1,756 1,450

Ratio of CEO single figure total

remuneration:

– To employee at the 25th percentile 71:1 48:1 58:1 44:1 113:1

– To employee at the 50th percentile 54:1 42:1 56:1 38:1 96:1

– To employee at the 75th percentile 48:1 29:1 43:1 29:1 70:1

Ratio of CEO base salary plus

annualbonusfigure:

– To employee at the 25th percentile 42:1 37:1 42:1 21:1 49:1

– To employee at the 50th percentile 32:1 32:1 40:1 18:1 41:1

– To employee at the 75th percentile 28:1 24:1 31:1 14:1 30:1

Ratio of CEO base salary figure:

– To employee at the 25th percentile 25:1 26:1 22:1 22:1 25:1

– To employee at the 50th percentile 19:1 23:1 22:1 19:1 21:1

– To employee at the 75th percentile 17:1 17:1 17:1 14:1 15:1

Additional details

CEO total single figure (£’000) 1,740 1,083 1,428 934 2,336

CEO base salary (£’000) 558 523 472 425 457

Employees’ total pay and benefits (£’000)

– at the 25th percentile 24.7 22.4 24.4 21.2 20.6

– at the 50th percentile 32.5 25.9 25.3 24.6 24.4

– at the 75th percentile 36.6 37.7 32.8 32.0 33.5

Employees’ base salary (£‘000)

– at the 25th percentile 21.9 20.0 21.1 19.6 18.1

– at the 50th percentile 28.8 23.2 21.8 22.6 21.7

– at the 75th percentile 32.2 30.4 28.5 29.4 29.6

153

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Review of past performance

The following graph charts the TSR of the Company and the FTSE 350 Real Estate Supersector Index over the ten-year period

from 1 January 2014 to 31 December 2023. Whilst there is no comparator index or group of companies that truly reflects

the activities of the Group, the FTSE 350 Real Estate Index (the constituent members of which are all property holding and/

or development companies or real estate investment trusts within the UK), was chosen as it reflects trends within the UK property

marketgenerally and tends to be the index against which analysts judge the performance of the Company. The table below

details the Chief Executive’s single figure remuneration over the same period.

£300

£350

£400

£250

£200

£150

£100

£50

£0

Dec 13 Dec 14 Dec 15 Dec 16 Dec 17 Dec 18 Dec 19 Dec 20 Dec 21 Dec 22 Dec 23

Unite FTSE 350 Real Estate Supersector Index

1. 2020 annual bonus scheme was cancelled for Executive Directors in April 2020.

2. 2022 CEO single figure of remuneration has been trued-up from last year’s report to reflect the final vesting outcome and market price on the date of vesting for

2020 LTIP awards.

3. 2023 CEO single figure and LTIP outcome are based on an estimate of the vesting of the TAR element, see page 150 for further details.

2014 2015 2016 2017 2018 2019 2020 2021 2022 2023

M Allan M Allan

M Allan

R Smith R Smith R Smith R Smith R Smith R Smith R Smith R Smith

Note 1 Note 2 Note 3

CEO single figure of

remuneration (£’000) £2,987 £2,382

£223

£1,239 £1,456 £2,131 £2,336 £934 £1,428 £1,083 £1,740

Annual bonus

outcome

(% of maximum) 89.4% 88.2%

N/A

43.4% 63.6% 74.3% 80.9% N/A 73.3% 36.0% 55.0%

LTIP outcome

(% of maximum) 95.2% 100.0%

N/A

100.0% 96.1% 81.9% 97.1% 33.33% 36.8% 18.7% 76.0%

154

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Scheme interests awarded in 2023 (audited)

LTIP

In April 2023, Executive Directors were granted awards under the LTIP with a face value of 200% of their respective salaries.

Anyawards vesting for performance will be subject to an additional two-year holding period.

1. Combination of HMRC-approved options under the ESOS (635) and nil-cost options under the PSP calculated using a share price of 943.5p, being the closing mid-

market price on the day the awards were calculated.

Vesting of these awards is dependent on the achievement of three-year performance targets set out in the table below.

No vesting below Threshold; straight-line vesting between Threshold and Stretch.

As noted in the 6 April 2023 market announcement, the adjusted EPRA EPS targets were set by the Committee having reviewed

a range of relevant internal and external reference points, including an updated five-year plan, market consensus estimates for

the Unite Group and the outlook for the broader UK real estate sector. In finalising the performance range – which is lower than

that used for the 2022 cycle – the Committee considered the Company’s development outlook, projections around the shape of

amarket recovery, the rising cost of funding and the net impact of price inflation on rental growth and the Company’s cost base.

The Committee retains overarching discretion under the Remuneration Policy to approve the vesting of these awards. Any payout

will be scrutinised by the Committee to ensure it reflects the underlying performance of the Company and the experience of

stakeholders over the period.

Deferred annual bonus

During the year, 50% of the annual bonuses earned by Executive Directors in respect of the 2022 financial year were satisfied in

Unite shares, deferred for two years:

SAYE

During 2023, Joe Lister entered into a new savings contract under the SAYE plan. Details of all outstanding awards under this plan

are included in the table on page 162.

Executive Date of grant

Shares over

which awards

granted

Market price at

date of award Face value

Note 1

Richard Smith

6 April 2023

114,581

943.5p

£1,081,072

Joe Lister 90,291 £851,896

Measure Weight

Threshold

(25% vesting)

Stretch

(100% vesting)

2025 adjusted EPRA EPS 28.0% 46.7 pence 48.5 pence

TSR ranking vs. constituents of the FTSE 350 Real Estate

Supersector Index (2023–2025) 28.0% In line with median

In line with upper

quartile

TAR per share ranking vs. constituents of the FTSE 350 Real Estate

Supersector Index (2023–2025) 28.0% In line with median

In line with upper

quartile

Operational energy intensity: cumulative reduction; 2025 vs. 2019

baseline (kWh/m

) 8.0%

9.4% cumulative

reduction

15.7% cumulative

reduction

EPC ratings: % of floorspace A–C rated in 2025 8.0% 91% of floorspace 97% of floorspace

Executive Date of grant

Shares over

which awards

granted

Market price at

date of award Date of vesting

Richard Smith

1 March 2023

13,838

951.5p 1 March 2025

Joe Lister 10,891

155

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Leaver arrangements for Richard Smith

Richard Smith stepped down from the Board with effect from 31 December 2023. He will remain as an adviser to the business until

3 October 2024 to ensure a smooth handover of responsibilities and to provide advisory support on Unite Group’s relationships

with Higher Education partners and government stakeholders. As noted in the Chair’s Statement on pages 127–130, the Committee

determined the remuneration arrangements for the outgoing CEO in line with the approved policy, as follows:

• Richard will continue to receive base pay, pension and other contractual benefits until 3 October 2024, but he will not be

eligible to participate in the 2024 bonus, nor will he receive a 2024 long-term incentive award.

• 50% of the annual bonus earned by Richard in respect of the 2023 financial year will be satisfied in Unite shares, granted in

Q12024 and deferred for two years.

• Richard’s outstanding Deferred Bonus Plan shares granted in February 2022 and March 2023 will continue to vest at the end

ofthe original deferral period and will be added to his nominee account to satisfy his post-exit shareholding requirement.

• Richard will be treated as a ‘Good Leaver’ for the purposes of his outstanding 2021 PSP award. In accordance with the plan

rules, and reflecting that the end of his notice period in October 2024 falls after the third anniversary of grant, these 87,070 nil-

cost options will not be pro-rated for time. However, the number of awards ultimately vesting will be calculated in accordance

with the original performance conditions and will remain subject to the mandatory two-year holding period. Similarly, Richard

will be treated as a ‘Good Leaver’ for the purposes of his outstanding 2022 and 2023 PSP awards which will be pro-rated to

reflect the proportion of the period served between the respective dates of grant and the end of his notice period in October

2024 (equating to 77,075 and 56,765 nil-cost options, respectively). As above, the proportion of these awards which ultimately

vests will be calculated in accordance with the original performance conditions and the mandatory two-year holding period

will continue to apply. In all cases, the Committee will retain full discretion and will, in advance of each vesting date, consider

whether Richard remains a ‘Good Leaver’ or whether an alternative treatment should apply. All outstanding ESOS options

lapsed in full on 31 December 2023 to avoid complexities around the tax-advantaged status of the scheme.

• Richard will be subject to a post-exit shareholding guideline in accordance with the policy.

Exit payments made in the year (audited)

There have been no exit payments during the year ended 31 December 2023.

Payments to past Directors (audited)

Details of the leaver arrangements for Richard Smith are detailed in the section above. There have been no payments (2022: £Nil)

in excess of the de minimis threshold to former Directors during the year ended 31 December 2023 in respect of their former

roles as Directors. The Company has set a de minimis threshold of £5,000 under which it would not report such payments.

Implementation of Executive Director Remuneration Policy for 2024

Base salary

Details of the starting salaries of Joe Lister and Mike Burt in their new roles are set out in the table below:

The average salary increase across the Group will be 8.8%. As in 2023, the Group will operate a tiered approach to salary

increases, with the majority of the budget targeted towards lower-paid colleagues. Unite Group maintains its commitment to

being an accredited Real Living Wage employer and, for relevant individuals, has implemented the rates set by the Living Wage

Foundation (10.0% in London and 10.1% across the rest of the UK).

Executive

Base salary from

1 January 2024

Joe Lister £606,900

Mike Burt £393,750

156

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Pension

Executive Directors will continue to receive a pension scheme contribution, a cash allowance of equivalent cost to the Company

or a combination of both. Total employer pension contributions are in line with the offering available to the wider employee

population at up to 11% of salary.

Annual bonus

For 2024, the maximum bonus opportunity for Joe Lister and Mike Burt will be 140% of salary, with threshold and target

performance paying 30% and 50% of maximum respectively under each performance measure.

The Committee remains satisfied that the overall blend of financial and non-financial measures supports the Group’s strategy

and reinforces Unite Group values. Minor changes have been made to some of the performance measures, as follows:

• LTV has been replaced by net debt:EBITDA for 20% of the annual bonus; a measure which was previously used in the annual

bonus between 2015 and 2020. Although outcomes against the LTV measure have been strong in recent years, the new metric

is considered more motivational, with both elements of the ratio within management’s control. The change also reflects a

broader move to align Unite Group’s financial reporting with other operating businesses, with net debt:EBITDA intended to

bea primary KPI going forward.

• As noted earlier in the report on page 129, the customer satisfaction measure will be changed to take into account year-round

performance as opposed to just at check-in. This change reinforces our commitment to student experience throughout their stay

with Unite Group and the importance of continual investment in the training, development and support of our frontlineteams.

• The Higher Education reputation metric will be changed from net promoter score to a trust score; the latter being based on a

broader range of questions which measure our external perception with Higher Education partners.

For both the financial and non-financial elements of the annual bonus, targets have been set to be challenging relative to the

business plan. Reflecting concerns around commercial sensitivity at this time, it is the Committee’s intention to disclose all targets

retrospectively in next year’s Directors’ Remuneration Report. This decision takes into account Unite Group’s status as one of only

two listed PBSA providers in the UK and the possible insight that prospective disclosure might provide to our competitors as to

our short-term financial and operational strategy.

In line with the Remuneration Policy, 50% of any bonus earned will be satisfied by an allocation of shares in the Company

deferred for two years. Clawback and malus provisions apply to all awards.

Corporate measures Weighting

Financial

70%

Adjusted EPRA EPS 25.0%

TAR per share 25.0%

Net debt:EBITDA 20.0%

Non-financial

30%

Customer satisfaction NPS 7.5%

Higher Education Trust score 7.5%

Employee engagement 7.5%

GRESB rating 7.5%

157

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

LTIP

During 2024, Joe Lister and Mike Burt will each receive an award of up to 200% of salary delivered through a combination of the

PSP and ESOS, with vesting dependent on the achievement of three-year performance targets. The Committee is not proposing

any changes to the performance metrics used for the 2024 LTIP, details of which are shown in the table below.

As in 2023, targets for the EPS measure will be disclosed in a market announcement no later than the date of grant (expected to

be in April 2024). This delay allows the Committee to review the proposed targets following Board-approval of the five-year plan

and to ensure that the range is appropriately stretching.

No vesting below Threshold; straight-line vesting between Threshold and Stretch.

Any awards vesting for performance will be subject to an additional two-year holding period, during which time clawback provisions

will also apply. Further details of the grant date and number of interests awarded will be disclosed in next year’sreport.

Implementation of Non-Executive Director Remuneration Policy for 2024

Chair and Non-Executive Director fees

In early 2024, the Remuneration Committee reviewed the fee payable to the Chair of the Board against a number of market reference

points, including companies in the FTSE 350 Real Estate sector and those of similar overall size, complexity and geographical operations

to Unite Group. This analysis suggested that the current fee level was in the bottom quartile, and misaligned with Unite Group’s

philosophy on fee levels that, as a Group committed to being a responsible business and demonstrating leadership in the living

sector, fees should fairly reflect the market for the role as well as acknowledge the broad range of stakeholders to which Directors are

responsible. It was therefore agreed that Richard Huntingford’s fee as Chair of the Board would be increased by 7.5% for 2024 (i.e.

just below the average increase across the Group), and that a second stage increase would be considered for 2025. The most recent

previous review took place in September 2020.

A similar review of the fees payable to other Non-Executive Directors was undertaken by the Chair of the Board and Executive

Directors, with a consistent philosophy agreed around where Unite Group would seek to position fee levels going forward. It

was noted in particular that the Non-Executive Director base fee had not kept pace with the size and complexity of the Group

and the time commitment and responsibilities of the role. Following discussion, it was agreed to address this misalignment

through a one-off rebasing of the fee, amounting to a c.£9,500 increase for 2024. Fees payable for additional responsibilities

will remain unchanged, save that the fee payable to the Senior Independent Director will be brought more in line with the

othersupplementary fees to better reflect the additional responsibilities and time commitment of this role.

Threshold Stretch

Measure Weight 25% vesting 100% vesting

2026 adjusted EPRA EPS 28.0% To be disclosed no later than the date of grant

TSR ranking vs. constituents of the FTSE 350 Real Estate Supersector

Index (2024–2026)

28.0% In line with median In line with upper quartile

TAR per share ranking vs. constituents of the FTSE 350 Real Estate

Supersector Index (2024–2026)

28.0% In line with median In line with upper quartile

Operational energy intensity: cumulative reduction; 2026 vs. 2023

baseline (kWh/m

)

8.0% 7.9% cumulative

reduction

15.8% cumulative

reduction

EPC ratings: % of floorspace A–C rated in 2026 8.0% 98.6% 100.0%

158

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

A summary of the fee increases, which are effective 1 January 2024, is set out in the table below.

1. Role is undertaken by the Chair of the Board, with no any additional fee payable in respect of chairing this Committee.

Directors’ interests (audited)

A table setting out the beneficial interests of the current Directors and their families in the share capital of the Company as at

31 December 2023 is set out below. None of the Directors has a beneficial interest in the shares of any other Group company.

Between 31 December 2023 and the sign-off date of this report, there have been no changes in the Directors’ interests in shares.

1. As at the date of retiring from the Board on 28 February 2023.

Position 2023 fees 2024 fees

Base fees

Chair £238,703 £256,606

Non-Executive Director £52,453 £62,000

Additional fees

Senior Independent Director £6,175 £10,000

Audit & Risk Committee Chair £10,900 £10,900

Remuneration Committee Chair £10,900 £10,900

Nomination Committee Chair

Note 1 N/A N/A

Health & Safety Committee Chair £10,900 £10,900

Sustainability Committee £10,900 £10,900

Ordinary shares of

25p each at

31 December 2023

Ordinary shares of

25p each at

31 December 2022

R Smith 398,803 372,959

J Lister 600,730 581,006

R Huntingford 12,334 10,350

E McMeikan

Note 1 7,980 7,980

R Paterson 9,416 8,312

I Beato 2,276 1,724

S Pearce 2,893 1,186

T Jackson 0 0

S Smith 1,104 0

N Dulieu 3,314 0

A Jain 0 N/A

159

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION COMMITTEE continued

Details of Executive Directors’ interests in share-based incentives are set out in the tables below.

Share price information

As at 31 December 2023, the middle market price for ordinary shares in the Company was 1,044.0p per share. During the course

of the year, the market price of the Company’s shares ranged from 847.0p to 1,057.0p per share.

Executive Directors’ shareholding requirements (audited)

The table below shows the shareholding of each Executive Director against their respective shareholding requirement as at

31December 2023:

1. Includes shares subject to a holding period under the LTIP and deferred bonus shares, where applicable. Excludes SAYE options.

2. Based on share price as at 31 December 2023 of 1,044.0p. Shares subject to deferral/holding periods are taken on a ‘net of tax’ basis for the purposes of the

current shareholding calculation.

3. As at the date of retiring from the Board on 28 February 2023.

Interests

Shareholding

requirement

% of salary/

base fee

Current

shareholding

% of salary/

base fee

Req.

met?

Owned

outright

Subject to deferral/

holding period

Unvested and/or subject to

perf. conditions

Shares/

nil-cost

options

Options/

HMRC

options

Shares/

nil-cost

options

Options/

HMRC

options

Note 1 Note 2

R Smith 398,803 68,372 343 294,153 0 250% 786% Yes

J Lister 600,730 55,320 343 233,794 1,649 200% 1,495% Yes

R Huntingford 12,334 54%

E McMeikan

Note 3 7,980 159%

R Paterson 9,416 187%

I Beato 2,276 45%

S Pearce 2,893 58%

T Jackson 0 N/A

S Smith 1,104 22%

N Dulieu 3,314 66%

A Jain 0 0%

0% 250% 500% 750% 1,000% 1,250% 1,500% 1,750%

Shareholding requirement Current shareholding

Richard Smith

Joe Lister

250%

786%

200%

1,495%

160

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REMUNERATION COMMITTEE continued

Directors’ interests in shares and options under Unite Group incentives (audited)

Deferred bonus

LTIP awards

1. All awards vesting for performance during the year are subject to an additional two-year holding period.

Executive

Interests

held at

01.01.23

Granted

during

the year

Lapsed

during

the year

Vested

during

the year

Interests

held at

31.12.23

End of

deferral

period

Richard Smith 1,235 – – 1,235 24.02.24

– 13,838 – – 13,838 01.03.25

Joe Lister 1,055 1,055 24.02.24

– 10,891 – – 10,891 01.03.25

Executive Plan

Interests

held at

01.01.23

Interests

awarded

during the

year

ESOS

exercise

price

Interests

vested

during the

year

Interests

lapsed

during the

year

Interests

outstanding

at 31.12.23

Period of

qualifying

conditions

Note 1

Richard Smith PSP 117,383 – – 21,950 95,433 –

23.04.20–

23.04.23

ESOS 746 – 803.5p 139 607 –

PSP 87,070 – – – – 87,070

12.04.21–

12.04.24

ESOS 479 – 1,083.5p – 479 –

PSP 93,137 – – – – 93,137

10.04.22–

10.04.25

ESOS 535 – 1,121.0p – 535 –

PSP – 113,94 6 – – – 113,946

06.04.23–

06.04.26

ESOS – 635 943.5p – 635 –

Joe Lister PSP 95,510 – – 17,86 0 7 7,650 –

23.04.20–

23.04.23

ESOS 746 – 803.5p 139 607 –

PSP 70,850 – – – – 70,850

12.04.21–

12.04.24

ESOS 479 – 1,083.5p – – 479

PSP 73,288 – – – – 73,288

10.04.22–

10.04.25

ESOS 535 – 1,121.0p – – 535

PSP – 89,656 – – 89,656

06.04.23–

06.04.26

ESOS – 635 943.5p – – 635

161

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

SAYE

1. As at year-end, Joe Lister held 1,182 options under the 2020 scheme which had matured but not yet been exercised.

Details of the qualifying performance conditions in relation to the above referred-to awards made in prior years are set out on

previous pages or in earlier reports.

Awards made in prior years took the form of a combination of nil cost options under the PSP and HMRC-approved options

underthe ESOS. No variations have been made to the terms or conditions of any awards.

The Directors’ Remuneration Report has been approved by the Remuneration Committee and signed on its behalf by:

Nicky Dulieu

Chair of the Remuneration Committee

27 February 2024

Executive

Options

held at

01.01.23

Granted

during

the year

Exercised

during

the year

Option

price per

Options

held at

31.12.23

Maturity

date

Note 1

Richard Smith 2,122 – 2,122 848.0p – 01.12.22

– 2,098 – 857.6p 2,098 01.12.25

Joe Lister 1,182 – – 760.8p 1,182 01.12.23

913 – – 985.2p 913 01.12.24

– 1,251 – 741.2p 1,251 01.12.26

REMUNERATION COMMITTEE continued

162

GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

DIRECTORS’ REPORT

As at 31 December 2023, the Company had received

notifications from the following companies and institutions

of themselves and their clients holding 3% or more of the

issued share capital of the Company. The Company has not

received any further notifications since that date through to

27February2024.

SHARE CAPITAL

Shareholder

Percentage

of share

capital

Canada Pension Plan Investment Board 16.65%

BlackRock Inc 9.55%

Norges Bank Investment Management 8.06%

APG Asset Management NV 5.60%

The Vanguard Group Inc 4.01%

Royal London Asset Management Ltd 3.14%

Share capital

At the date of this report, there are 435,860,011 ordinary

shares of 25p each in issue, all of which are fully paid up

andquoted on the London Stock Exchange.

During the year and through to the date of this report,

thefollowing numbers of ordinary shares of 25p each

wereallotted and issued as follows:

• 33,149,172 – pursuant to the July 2023 capital raise and

representing 32,693,930 placing shares, 441,989 retail offer

shares and Director subscribed shares of 13,253 at a price of

905 pence per share.

• Unite Group share scrip dividend scheme 2,232,001.

• Pursuant to the exercise of options under Unite Group PLC

Savings Related Share Option Scheme 119,338.

• Pursuant to the exercise of options under Unite Group PLC

Performance Share Plan 71,880.

• Pursuant to the exercise of options under Unite Group PLC

Approved Scheme 7,684.

The rights attaching to the Company’s ordinary shares, as well

as the powers of the Company’s Directors, are set out in the

Company’s Articles of Association.

There are no restrictions on the transfer or voting rights of

ordinary shares in the capital of the Company (other than

those which may be imposed by law from time to time or

asset out in the Company’s Articles of Association).

The Directors have no authority to buy back the

Company’sshares.

In accordance with the Market Abuse Regulations, certain

employees are required to seek approval to deal in the

Company’s shares.

The Company is not aware of any agreements between

shareholders that may result in restrictions on the transfers of

securities and/or voting rights. No person holds securities in

the Company carrying special rights with regard to control of

the Company. Unless expressly specified to the contrary, the

Company’s Articles of Association may be amended by special

resolution of the shareholders.

Authority to issue shares

The Directors may only issue shares if authorised to do so

by the Articles of Association or the shareholders in general

meeting. At the Company’s Annual General Meeting held

on 18May 2023, shareholders granted an authority to the

Directors to allot ordinary shares up to an aggregate nominal

amount of £33,358,506 (which represented one-third of the

nominal value of the issued share capital of the Company

as at 28 March 2023). In accordance with guidelines issued

by the Investment Association, this resolution also granted

the Directors authority to allot further equity securities up to

the aggregate amount of £33,358,506 (representing one-

third of the nominal value of the issued share capital of the

Company as at 28 March 2023). This additional authority

was only permitted for fully pre-emptive rights issues. As at

31December 2023, the shares that had been allotted were

to satisfy awards under the Company’s share schemes, the

scrip dividend scheme and pursuant to the capital raise in July

2023. As this authority is due to expire on 17August 2024,

shareholders will be asked to renew and extend the authority,

given to the Directors at the last Annual General Meeting, to

allot shares in the Company, or grant rights to subscribe for,

or to convert any security into, shares in the Company for the

purposes of Section 551 of the Companies Act 2006. Further

details on the resolution will be provided in the Notice of this

year’s Annual General Meeting and its explanatory notes.

Disapplication of pre-emption rights

If the Directors wish to allot new shares and other equity

securities, or sell treasury shares, for cash (other than in

connection with an employee share scheme) company law

requires that these shares are offered first to shareholders in

proportion to their existing holdings. There may be occasions,

however, when the Directors need the flexibility to finance

business opportunities by the issue of shares without a pre-

emptive offer to existing shareholders. This cannot be done

under the Companies Act 2006 unless the shareholders have

first waived their pre-emption rights. At the forthcoming

Annual General Meeting, shareholders will be asked to

pass two special resolutions to grant the Directors powers

to disapply shareholders’ pre-emption rights under certain

circumstances. Further details on the resolutions will be

provided in the Notice of this year’s Annual General Meeting.

163

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

DIRECTORS’ REPORT continued

Change of control

All of the Company’s share schemes contain provisions

relatingto a change of control. Outstanding rewards and

options would normally vest and become exercisable

on a change of control, subject to the satisfaction of any

performance conditions. Other than certain of the Unite

Group’s banking facilities, there are no other significant

agreements to which the Company is a party that affect,

alter or terminate upon a change of control of the

Company following a takeover bid. Nor are there any

agreements between the Company and its Directors or

employees providing for compensation for loss of office

oremploymentthat occurs because of a takeover bid.

Going concern and viability statement

The going concern statement and viability statement are

set out on page 183 and page 71 respectively and are

incorporated into this Directors’ Report by reference.

Independent auditor and disclosure of information

toauditors

The Directors who held office at the date of approval of the

Directors’ Report confirm that, so far as they are each aware,

there is no relevant audit information of which the Company’s

auditor is unaware; and each Director has taken all the steps

that he/she ought to have taken as a Director to make himself/

herself aware of any relevant audit information and to establish

that the Company’s auditor is aware of that information. This

confirmation is given and should be interpreted in accordance

with the provisions of section 418 of the Companies Act 2006.

A resolution to reappoint Deloitte as auditor of the Unite

Group will be put to shareholders at the forthcoming Annual

General Meeting.

Directors’ conflicts of interest

The Company has procedures in place for managing conflicts

of interest. A Director must notify the Chair (and the Chair

notifies the Chief Executive) if he/she becomes aware that he/

she, or any of his/her connected parties, may have an interest

in an existing or proposed transaction with the Company or

the Unite Group. Directors have a continuing duty to update

any changes to these conflicts.

Political donations

No political donations, contributions or expenditure were

made during the year ended 31 December 2023.

Indemnities

There are no qualifying third-party indemnity provisions or

qualifying pension scheme indemnity provisions for the benefit

of any of the Directors.

Research and development

The Company is not currently carrying on any activities in the

field of research and development.

Branches outside the UK

The Company does not have any branches outside of the UK.

Appointment and replacement of Directors

The Company’s Articles of Association provide that Directors may

be appointed by the existing Directors or by the shareholders in

a general meeting. Any person appointed by the Directors will

hold office only until the next general meeting, notice of which is

first given after their appointment and will then be eligible for re-

election by the shareholders. A Director may be removed by the

Company as provided for by applicable law and shall vacate office

in certain circumstances asset out in the Articles of Association.

In addition the Company may, by ordinary resolution, remove

a Director before the expiration of his/her period of office and,

subject to the Articles of Association, may by ordinary resolution

appoint another person to be a Director instead. There is no

requirement for a Director to retire on reaching any age.

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

DIRECTORS’ REPORT continued

Disclosures required under Listing Rule 9.8.4R

For the purposes of LR 9.8.4C, the information required to be disclosed by LR 9.8.4R can be found in the following locations

within the Annual Report:

Information required under LR 9.8.4R Reference

(1) Amount of interest capitalised and tax relief

Note 3.1, page 197

(2) Publication of unaudited financial information N/A

(3) Details of long-term incentive schemes Pages 150, 155 and 158

(4) Waiver of emoluments by a Director N/A

(5) Waiver of future emoluments by a Director N/A

(6) Non-pre-emptive issues of equity for cash Pages 96, 99 and 163

(7) Item (7) in relation to major subsidiary undertakings N/A

(8) Parent participation in a placing by a listed subsidiary N/A

(9) Contracts of significance N/A

(10) Provision of services by a controlling shareholder N/A

(11) Shareholder waiver of dividends N/A

(12) Shareholder waiver of future dividends N/A

(13) Agreements with controlling shareholders N/A

All the information referenced above is incorporated by

reference into the Directors’ Report.

Other information incorporated by reference

The following information in the Strategic Report and

financialstatements is incorporated into this Directors’

Reportby reference:

• Results and dividend declaration on pages 46 and 219.

• Greenhouse gas emissions and energy consumption

disclosures on pages 56 and TCFD/CFD disclosure on

page58.

• Financial instruments and financial risk management

on page 72 and Section 4 of the notes to the financial

statements on page 209.

• Future developments on pages 37–39.

• Employment of disabled persons/employee involvement is

covered in our DEIB&W Policy on pages 95 and 111.

• Workforce engagement on page 94.

• Engagement with customers, partners, suppliers and others

on pages 16 and 17.

The Corporate Governance Report (which includes details of

Directors who served throughout the year) on pages 80–109, the

Statement of Directors’ responsibilities on page 166 and details of

post balance sheet events on page 226 are incorporated into this

Directors’ Report by reference.

Management Report

This Directors’ Report together with the Strategic Report and

other sections from the Annual Report forms the Management

Report for the purposes of DTR 4.1.8 R.

Annual General Meeting

The Annual General Meeting of the Company will be held at

the Company’s registered office at South Quay, Temple Back,

Bristol, BS1 6FL at 9.30am on 16 May 2024. We request that

shareholders who do wish to attend in person pre-register their

intention to attend to help us manage numbers. Shareholders

are encouraged to monitor our website at https://www.

unitegroup.com/investors/agm and London Stock Exchange

announcements for any updates regarding the Annual General

Meeting arrangements.

Formal notice of the meeting is given separately and will be

available on the Company’s website at:

unitegroup.com/investors.

This report was approved by the Board on 27 February 2024

and signed on its behalf by

Christopher Szpojnarowicz

Company Secretary

27 February 2024

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GOVERNANCESTRATEGIC REPORT FINANCIAL STATEMENTS OTHER INFORMATION

STATEMENT OF DIRECTORS’ RESPONSIBILITIES

The Directors are responsible for preparing the Annual Report

and Accounts and the Unite Group and Parent Company

financial statements in accordance with applicable law

andregulations.

Company law requires the Directors to prepare the Unite

Group and Parent Company financial statements for each

financial year. Under that law they are required to prepare the

Unite Group financial statements in accordance with IFRS as

adopted by the UK (Adopted IFRS) and applicable law and have

elected to prepare the Parent Company financial statements

in accordance with United Kingdom Accounting Standards

including FRS 101 – Reduced Disclosure Framework (‘United

Kingdom Generally Accepted Practice’).

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 Unite Group and

Parent Company and of their profit or loss for that period.

In preparing each of the Unite Group and Parent Company

financial statements, the Directors are required to:

• Select suitable accounting policies and then apply

themconsistently.

• Make judgements and estimates that are reasonable

andprudent.

• State whether they have been prepared in accordance

with IFRSs as adopted by the UK (or in accordance with

UKGenerally Accepted Practice).

• Prepare the financial statements on the going concern basis

unless it is inappropriate to presume that the Unite Group

and the Parent Company will continue in business.

The Directors are responsible for keeping adequate accounting

records that are sufficient to show and explain the Parent

Company’s transactions and disclose with reasonable accuracy

at any time the financial position of the Parent Company and

enable them to ensure that its financial statements comply

with the Companies Act 2006. They have general responsibility

for taking such steps as are reasonably open to them to

safeguard the assets of the Unite Group and to prevent and

detect fraud and other irregularities.

Under applicable law and regulations, the Directors are also

responsible for preparing a Directors’ Report, Directors’

Remuneration Report and Corporate Governance statement

that comply with that law and those regulations.

The Directors are responsible for the maintenance and

integrity of the corporate and financial information included

on the Company’s website. Legislation in the UK governing the

preparation and dissemination of financial statements may

differ from legislation in other jurisdictions.

The Directors confirm that:

• The financial statements, prepared in accordance with the

applicable set of accounting standards, give a true and fair

view of the assets, liabilities, financial position and profit or

loss of the Company and the undertakings included in the

consolidation taken as a whole.

• The Directors’ Report includes a fair review of the

development and performance of the business and the

position of the issuer and the undertakings included in the

consolidation taken as a whole, together with a description

of the principal risks and uncertainties that they face.

Joe Lister Mike Burt

Director Director

27 February 2024

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS

1. Opinion

In our opinion:

• the financial statements of The Unite Group PLC (the Parent Company) and its subsidiaries (the Group) give a true and fair view

of the state of the Group’s and of the Parent Company’s affairs as at 31 December 2023 and of the Group’s profit for the year

then ended;

• the Group financial statements have been properly prepared in accordance with United Kingdom adopted international

accounting standards;

• the Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally

Accepted Accounting Practice, including Financial Reporting Standard 101 Reduced Disclosure Framework; and

• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:

• the consolidated income statement;

• the consolidated statement of comprehensive income;

• the consolidated and Parent Company balance sheets;

• the consolidated and Parent Company statements of changes in equity;

• the consolidated statement of cash flows; and

• the related sections 1 to 9.

The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law,

and United Kingdom adopted international accounting standards. The financial reporting framework that has been applied in the

preparation of the Parent Company financial statements is applicable law and United Kingdom Accounting Standards, including

FRS 101 Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice).

2. 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 auditor’s responsibilities for the audit of the financial

statements section of our report.

We are independent of the Group and the Parent Company in accordance with the ethical requirements that are relevant to our

audit of the financial statements in the UK, including the Financial Reporting Council’s (the FRC’s) Ethical Standard as applied

to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

The non-audit services provided to the Group and Parent Company for the year are disclosed in section 2.6 to the financial

statements. We confirm that we have not provided any non-audit services prohibited by the FRC’s Ethical Standard to the Group

orthe Parent Company.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

3. Summary of our audit approach

Key audit matters The key audit matter that we identified in the current year was:

• Investment property and Investment property under development property valuations.

Within this report, key audit matters are identified as follows:

Similar level of risk

Materiality The materiality that we used for the Group financial statements was £51 million which was determined

on the basis of net assets. However, we use a lower materiality threshold of £8.8 million for balances

which impact EPRA earnings.

Scoping Our Group audit scope comprises the audit of The Unite Group Plc as well as Group’s joint ventures: The

Unite UK Student Accommodation Fund (USAF) and The London Student Accommodation Vehicle (LSAV).

All audit work was completed by the Group audit team.

Significant changes in

our approach

Last year our report included Accounting for Joint Ventures as a key audit matter which is not included

this year. The reasoning for the change is detailed below in section 5. There were no other significant

changes to our approach from the prior year.

INDEPENDENT AUDITOR’S REPORT

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4. 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.

Our evaluation of the Directors’ assessment of the Group’s and Parent Company’s ability to continue to adopt the going concern

basis of accounting included:

• Obtaining an understanding of the relevant controls over the going concern process, including management’s process to

formulate the cash flow forecasts as well as the Board approval process;

• Understanding the financing facilities available to the Group and Parent Company, including the associated covenants;

• Performing risk assessment procedures including a detailed consideration of the entity’s business model, operations

andfinancing;

• Obtaining an understanding of the base-case and reasonable worst case as well as evaluating any plans for future mitigating

actions. Assessing the outcome of the reverse stress testing, this includes challenging the likelihood of downside scenarios

arising relative to reverse stress tests with reference to the income and cost assumptions;

• Testing the arithmetical accuracy of the models used to prepare the Group’s forecast and related scenarios;

• Assessing and challenging the forecasts and sensitivity in the context of compliance with the covenants associated

withborrowings;

• Challenging the revenue assumptions, for the outturn of the 2023/24 academic year and the assumptions for the 2024/25

academic year. For the 2024/25 academic year specifically, we assessed the Group’s current forward sales bookings and UCAS

application data to forecast occupancy assumptions for reasonableness;

• Challenging the cost assumptions within the forecasts, including consideration of previously incurred costs, the impact

of cost inflation, and assumptions made relating to expected future costs associated with climate change and fire-safety

relatedlegislation;

• Challenging the status of the refinancing activity in relation to the £300 million maturing within the going concern period;

• Determining the sufficiency of Group’s liquidity and headroom positions with reference to borrowing facility agreements,

including the consideration of the availability of undrawn down committed facilities; and

• Assessing the appropriateness of the Group’s disclosure concerning the going concern basis of preparation.

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 Group’s and Parent 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.

In relation to the reporting on how the Group has applied the UK Corporate Governance Code, we have nothing material to add

or draw attention to in relation to the Directors’ statement in the financial statements about whether the Directors considered it

appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections

of this report.

5. Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to

fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation

of resources in the audit; and directing the efforts of the engagement team.

These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion

thereon, and we do not provide a separate opinion on these matters.

In the prior year, our report included Accounting for Joint Ventures as a key audit matter which is not included this year. In the

prior year there were changes to the Group’s ownership percentage, specifically within USAF which increased the judgement

relating to whether Unite Group had control or joint control. In the current year, no such changes have occurred and the level

ofjudgement has decreased. Based on this, we no longer consider this to be a key audit matter.

INDEPENDENT AUDITOR’S REPORT continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

INDEPENDENT AUDITOR’S REPORT continued

5.1. Investment property and investment property under development valuations

Key audit matter

description

The Group’s principal assets are investment properties (2023: £3,812.3 million; 2022: £3,713.7 million) and

investment properties under development (2023: £174.6 million; 2022: £202.7 million). The Group also holds

investments in its joint ventures, USAF and LSAV, with their principal assets also being investment properties.

The investment properties are carried at fair value based on an appraisal by the Group’s external valuers.

Valuations are carried out at six-monthly intervals for the Group and quarterly for the joint ventures in accordance

with the Royal Institution of Chartered Surveyors (‘RICS’) Valuation – Professional Standards (the ‘Red Book’),

taking into account transactional evidence during the year and International Financial Reporting Standard 13

(FairValueMeasurement).

The valuation is underpinned by a number of estimates and assumptions as it requires the estimation of

rental income and growth, property yields, occupancy and property management costs. Given the high level of

estimation involved, we have determined that there is potential for fraud through possible manipulation of these

key assumptions to the valuation.

Valuations are also impacted by refurbishment cost assumptions, including cladding and fire-safety remediation

requirements and assumptions relating to climate change legislative requirements.

With regards to the investment properties under development, additional estimation is required to forecast

discounted cash flows with a deduction for construction costs to complete.

Refer to page 114 (Audit & Risk Committee Statement, section 3.1: Wholly-owned property assets, section 3.4:

Investments in joint ventures and section 5.5: fire-safety provision. Critical accounting judgements and key sources

of estimation uncertainty disclosures relating to investment property and development property valuation are set

out in Sections 1 and 3.1.

How the scope

of our audit

responded to the

key audit matter

We carried out the following audit procedures in response to the identified key audit matter:

Understanding the properties and relevant controls:

• Obtained an understanding of and tested the relevant controls over the investment property and development

property valuation processes.

• Performed enquiries with key management to enhance our knowledge of the portfolio and to understand their

internal valuation process, the development appraisal process and to identify any key properties of interest.

Data provided to the valuer:

• Challenged the accuracy, completeness and consistency of the information provided to the external valuers; this

work included testing a sample of income and tenancy data back to Group management information which we

had tested for accuracy and completeness.

• Tested on a sample basis the forecast cost to complete against budget and costs incurred to date.

External valuation:

• Assessed the objectivity, competence and capability of the Group’s valuers and reviewed their terms of

engagement with the Group to determine whether there were any matters that might have affected their

objectivity or may have imposed scope limitations on their work.

• We obtained the external valuation reports and, along with our valuation specialists within our Deloitte Real

Assets Advisory team, met with the external valuer and made enquiries relating to the results of their work on

asample of properties, as well as their views of the broader market.

• Understood and challenged the assumptions used in relation to key drivers such as rental income and growth,

occupancy, yields and property management costs including comparing them to the trends at the end of the

year and the following year’s budget.

• With the assistance of valuation specialists, benchmarked the assumptions used against market data,

includingrelevant transactions.

• Challenged the valuers as to whether any special assumptions had been made and how they approach the

impact of climate change and fire-safety remediation in the valuations.

• Assessed the valuation methodology used and considered compliance with the Red Book guidance. We also

tested the integrity of the model used by the external valuer.

• Reconciled the external valuation reports to underlying financial records to test for completeness and accuracy

within the Group’s financial statements.

• Compared the property specific assumptions to assess whether there is consistency within the portfolio as

wellas consistency with related assumptions used in other estimates.

Disclosures

• Assessed the appropriateness of the Group’s valuation disclosures, including the related sensitivities.

Key

observations

We are satisfied with the approach and methodology adopted in valuing the property portfolio and consider the

investment property and development property valuations to be suitable for inclusion in the financial statements

at 31 December 2023.

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6. Our application of materiality

6.1. Materiality

We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic

decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope

of our audit work and in evaluating the results of our work.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

Group financial statements Parent Company financial statements

Materiality £51.0 million (2022: £38.0 million) £50.5 million (2022: £37.6 million)

Basis for determining

materiality

1.25% (2022: 1%) of net assets 1.25% (2022: 1%) of net assets

Rationale for the

benchmark applied

We consider net assets to be a critical financial

performance measure for the Group on the basis

that it is a key metric used by management, investors,

analysts and lenders.

As the Parent Holding Company the principal activity is

to hold the investments in subsidiaries. Therefore, the

net assets balance is considered to be the key driver

of the Parent Company’s performance and the most

relevant benchmark for materiality.

In addition to net assets, we consider the EPRA earnings to be a critical financial performance measure for the Group and we

applied a lower threshold of £8.8 million (2022: £8.1 million) based on 5% (2022: 5%) of that measure for testing of all balances

impacting this financial performance measure.

Materiality

Net assets

Group materiality

Component

materiality range

£30.6 million to

£40.8 million

Group materiality

£51.0 million

Audit & Risk

Committee

reporting threshold

£2.4 million

Net assets

£4,090m

EPRA earnings impacting measures

EPRA earnings

Account balance

specific materiality

Component

materiality range

£5.3 million to

£7.0million

Account balance

specific materiality

£8.8 million

Audit & Risk

Committee

reporting threshold

£2.4 million

EPRA earnings

£171.6m

INDEPENDENT AUDITOR’S REPORT continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

INDEPENDENT AUDITOR’S REPORT continued

6.2. Performance materiality

We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and

undetected misstatements exceed the materiality for the financial statements as a whole.

Group financial statements Parent Company financial statements

Performance

materiality

70% (2022: 70%) of Group materiality 70% (2022: 70%) of Parent Company materiality

Basis and rationale

for determining

performance

materiality

In determining performance materiality, we considered the following factors:

a. our risk assessment, including our assessment of the Group’s overall control environment, and that we

consider it appropriate to rely on controls over a number of business processes; and

b. our past experience of the audit, which has indicated a low number of corrected and uncorrected

misstatements identified in prior periods.

6.3. Error reporting threshold

We agreed with the Audit & Risk Committee that we would report to the Committee all audit differences in excess of £2.4 million

(2022: £1.9 million), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds.

Wealso report to the Audit & Risk Committee on disclosure matters that we identified when assessing the overall presentation

ofthe financial statements.

7. An overview of the scope of our audit

7.1. Identification and scoping of components

Our Group audit was scoped by obtaining an understanding of the Group and its environment, including Group-wide controls,

and assessing the risks of material misstatement at the Group level.

The Group is audited by one audit team, led by the Senior Statutory Auditor. We engage with staff at the Group’s Bristol head

office, as the books and records for each entity within the Group are maintained at this location. The Group only operates within the

United Kingdom – this includes The Unite Group plc and its related subsidiaries, as well as the two joint ventures, USAF andLSAV.

We audit all of the results of the Group together with USAF and LSAV, for the purposes of our Group audit. We have also tested the

consolidation process to confirm our conclusion that there were no significant risks of material misstatement of the aggregated

financial information.

7.2. Our consideration of the control environment

From our understanding of the Group and after assessing relevant controls, we tested and relied on controls in performing our

audit of rental income recorded within the Group’s room booking system and the relevant controls relating to the valuation of

investment property and investment property under development.

In addition, we have obtained an understanding of the relevant controls such as those relating to the financial reporting cycle.

The Group uses the following application systems for the recording and reporting of its financial statements:

• Oracle EBS – general ledger and room booking system;

• Portal Agent Desktop (PAD) – room booking portal used by students and implemented on top of Oracle EBS and therefore

where revenue transactions are initiated; and

• HFM – used to prepare the Group consolidation at the Group’s Head Office.

We involved IT specialists to assess the relevant controls over the three systems set out above. Working with IT specialists we

identified and assessed relevant risks arising from each relevant IT system and the supporting infrastructure technologies based

onthe role of application in the Group’s flow of transactions. We obtained an understanding of the IT environment as part of

these risk assessment procedures. We further performed the following procedures:

• Determined whether each general IT control, individually or in combination with other controls, was appropriately designed to

address the risk;

• Obtained sufficient evidence to assess the operating effectiveness of the controls across the reporting period; and

• Altered the nature, timing and extent of our procedures where required if we were unable to rely on controls.

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7.3. Our consideration of climate-related risks

We have made enquiries of management to understand the processes in place to assess the potential impact of climate change

on the business and the financial statements. Management consider climate change to be a principal risk which particularly

impacts the cost of retrofitting rental accommodation to improve their sustainability credentials and comply with future

regulations. These risks are consistent with those identified through our own risk assessment process.

As part of our identification of key audit matters, we consider there to be a risk in relation to climate change as part of the valuation

of investment properties and investment properties under development. There is a risk that the valuation does not include the

relevant assumptions around climate change to the extent assumed by a third-party when determining fair value.

We made enquiries of the valuer and management as to the assumptions included and considered their appropriateness with

the assistance of our internal real estate specialists. In considering the disclosures presented as part of the Strategic Report, we

engaged our climate specialists to assess compliance with the TCFD and CFD requirements and the recommendations made by

both the Task Force and FRC as set out in their thematic reviews. We have also assessed whether these disclosures reflect our

understanding of the Group’s approach to climate. We have reviewed the disclosures in the principal risk section of the Annual

Report and consider that management have appropriately disclosed the current risk that has been identified.

8. Other information

The other information comprises the information included in the Annual Report, other than the financial statements and

ourauditor’s report thereon. The Directors are responsible for the other information contained within the Annual Report.

Our 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.

9. Responsibilities of Directors

As explained more fully in the Directors’ responsibilities statement, 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 Group’s and the Parent 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 Group or the Parent Company or to cease operations, or have no

realistic alternative but to do so.

10. Auditor’s 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 auditor’s 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.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at:

www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

We have nothing to report in this regard.

INDEPENDENT AUDITOR’S REPORT continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

INDEPENDENT AUDITOR’S REPORT continued

11. Extent to which the audit was considered capable of detecting irregularities, including fraud

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.

11.1. Identifying and assessing potential risks related to irregularities

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 industry and sector, control environment and business performance including the design of the Group’s

remuneration policies, key drivers for Directors’ remuneration, bonus levels and performance targets;

• results of our enquiries of management, internal audit, the Group’s internal legal counsel, the Directors and the Audit & Risk

Committee about their own identification and assessment of the risks of irregularities, including those that are specific to the

Group’s sector;

• any matters we identified having obtained and reviewed the Group’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; and

• the matters discussed among the audit engagement team and relevant internal specialists, including tax, valuations, IT and

industry specialists regarding how and where 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

and identified the greatest potential for fraud in the following areas: investment property and investment property under

development valuations, owing to the potential manipulation and override by management of the controls relating to the

valuation process. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond

tothe risk of management override.

We also obtained an understanding of the legal and regulatory framework that the Group operates 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 considered in this context included the UK Companies Act, Listing Rules, and

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 Group’s ability to operate or to avoid a material penalty. These included

the Group’s compliance with health and safety matters, including fire safety and fire cladding.

11.2. Audit response to risks identified

As a result of performing the above, we identified the investment property and investment property under development

valuations as a key audit matter related to the potential risk of fraud. The key audit matters section of our report explains

thematter in more detail and also describes the specific procedures we performed in response to that key audit matter.

In addition to the above, our procedures to respond to risks identified included the following:

• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of

relevant laws and regulations described as having a direct effect on the financial statements;

• enquiring of management, the Audit & Risk Committee and internal and external legal counsel concerning actual and potential

litigation and claims;

• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material

misstatement due to fraud;

• reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing

correspondence with HMRC; and

• in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and

other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias;

and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

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

including internal specialists, and remained alert to any indications of fraud or non-compliance with laws and regulations

throughout the audit.

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

12. Opinions on other matters prescribed by the Companies Act 2006

In our opinion, the part of the Directors’ remuneration report to be audited has been properly prepared in accordance with 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.

In the light of the knowledge and understanding of the Group and the Parent Company and their environment obtained in the

course of the audit, we have not identified any material misstatements in the Strategic Report or the Directors’ Report.

13. Corporate Governance statement

The Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term viability and that part of

the Corporate Governance Statement relating to the Group’s compliance with the provisions of the UK Corporate Governance

Code specified for our review.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate

Governance Statement is materially consistent with the financial statements and our knowledge obtained during the audit:

• the Directors’ Statement with regards to the appropriateness of adopting the going concern basis of accounting and any

material uncertainties identified set out on page 86;

• the Directors’ explanation as to its assessment of the Group’s prospects, the period this assessment covers and why the period

is appropriate set out on page 71;

• the Directors’ Statement on fair, balanced and understandable set out on page 87;

• the Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 87;

• the section of the annual report that describes the review of effectiveness of risk management and internal control systems set

out on page 67; and

• the section describing the work of the Audit & Risk Committee set out on page 114.

INDEPENDENT AUDITOR’S REPORT continued

174

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

INDEPENDENT AUDITOR’S REPORT continued

14. Matters on which we are required to report by exception

14.1. Adequacy of explanations received and accounting records

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• we have not received all the information and explanations we require for our audit; or

• adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been

received from branches not visited by us; or

• the Parent Company financial statements are not in agreement with the accounting records and returns.

14.2. Directors’ remuneration

Under the Companies Act 2006, we are also required to report if in our opinion certain disclosures of Directors’ remuneration

have not been made or the part of the Directors’ Remuneration Report to be audited is not in agreement with the accounting

records and returns.

15. Other matters which we are required to address

15.1. Auditor tenure

Following the recommendation of the Audit & Risk Committee, we were appointed by the Board on 10 June 2015 to audit the

financial statements for the year ending 31 December 2015 and subsequent financial periods. The period of total uninterrupted

engagement including previous renewals and reappointments of the firm is nine years, covering the years ending 31 December

2015 to 31 December 2023.

15.2. Consistency of the audit report with the additional report to the Audit & Risk Committee

Our audit opinion is consistent with the additional report to the Audit & Risk Committee we are required to provide in accordance

with ISAs (UK).

16. 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.

As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR) 4.1.15R – DTR 4.1.18R, these

financial statements will form part of the Electronic Format Annual Financial Report filed on the National Storage Mechanism of the

FCA in accordance with DTR 4.1.15R – DTR 4.1.18R. This auditor’s report provides no assurance over whether the Electronic Format

Annual Financial Report has been prepared in compliance with DTR 4.1.15R – DTR 4.1.18R.

Stephen Craig (Senior statutory auditor)

For and on behalf of Deloitte LLP

Statutory Auditor

London, United Kingdom

27 February 2024

We have nothing to report in respect of these matters.

175

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

CONSOLIDATED INCOME STATEMENT

For the year ended 31 December 2023

		2023	2022
	Note	£m	£m
Rental income	2.4	25 9. 2	2 41. 7
Other income	2.4	16 .9	1 7. 6
Total revenue		2 7 6 .1	25 9. 3
Cost of sales		(7 6. 8)	(70. 3)
Expected credit losses		(3. 0)	(1.7)
Operating expenses		(4 1.6)	(3 7.1)
Results from operating activities before (losses)/gains on property		15 4 .7	15 0 . 2
Profit/(loss) on disposal of property		11. 8	(15 . 6)
Net valuation (losses)/gains on property (owned and under development)	3.1	(3 7. 2)	112 . 7
Net valuation losses on property (leased)	3.1	(10. 4)	(9. 3)
Profit before net financing (costs)/gains and share of joint venture profit		118 . 9	238 .0
Loan interest and similar charges	4.3	(19 . 8)	(29. 3)
Interest on lease liability	4.3	(7. 7 )	(8 .1)
Mark to market changes on interest rate swaps	4.3	(1 7. 2)	70 .7
Finance (costs)/gains		(4 4 . 7)	33. 3
Finance income	4.3	1. 3	0. 2
Net financing (costs)/gains		(4 3 . 4)	33.5
Share of joint venture profit	3.4b	2 7. 0	8 0.4
Profit before tax		102 . 5	3 51. 9
Current tax	2.5a	(1. 2)	(0 .7)
Deferred tax	2.5a	2.3	0.6
Profit for the year		103 .6	351 . 8
Profit for the year attributable to Owners of the Parent Company		102 . 5	350.5
Non-controlling interest		1 .1	1. 3
		103 . 6	3 51. 8
Earnings per share
Basic	2.2c	2 4 .7	8 7. 7
Diluted	2.2c	2 4.6	8 7. 6

All results are derived from continuing activities.

		2023	2022
	Note	£m	£m
Profit for the year		103 .6	351 . 8
Share of joint venture mark to market movements on hedging instruments	3.4b	(2 .1)	4 .7
Other comprehensive income for the year		(2 .1)	4 .7
Total comprehensive income for the year		101. 5	356. 5
Attributable to Owners of the Parent Company		10 0 . 4	355. 2
Non-controlling interest		1 .1	1. 3
		101. 5	356.5

All other comprehensive income may be classified as profit and loss in the future.

There are no tax effects on items of other comprehensive income.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 December 2023

176

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

CONSOLIDATED BALANCE SHEET

At 31 December 2023

		2023	2022
	Note	£m	£m
Assets
Investment property (owned)	3.1	3 ,69 4. 3	3,623.4
Investment property (leased)	3.1	8 4 .7	90. 3
Investment property (under development)	3.1	174 . 7	2 02 .7
Investment in joint ventures	3.4b	1, 2 19. 0	1, 2 2 6 . 6
Other non-current assets	3.3b	12 .7	15 . 4
Interest rate swaps	4.2	56 .0	73. 2
Right-of-use assets	3.3a	1.7	2 .7
Deferred tax asset	2.5d	5.6	3 .6
Total non-current assets		5 , 2 4 8 .7	5,237 .9
Assets classified as held for sale	3.1	2 5 .7	–
Inventories	3.2	26.2	12 . 8
Trade and other receivables	5.2	132 . 8	1 05.2
Cash and cash equivalents	5.1	3 7. 5	38.0
Total current assets		222.2	15 6 .0
Total assets		5,470.9	5, 393.9
Liabilities
Current borrowings	4.1	(299.4)	–
Lease liabilities	4.6a	(5. 4)	(4 .8)
Trade and other payables	5.4	(2 0 7. 8)	(19 1 . 5)
Current tax asset/(liability)		0.6	(0. 8)
Provisions	5.5	(5. 2)	(29.5)
Total current liabilities		(5 1 7. 2)	(226.6)
Borrowings	4.1	(782.2)	(1, 26 5 .9)
Lease liabilities	4.6a	(7 8. 4)	(8 7. 5)
Total non-current liabilities		(860.6)	(1 ,353.4)
Total liabilities		(1 ,377 .8)	(1 , 5 8 0 . 0)
Net assets		4 , 0 9 3 .1	3 , 8 13 . 9
Equity
Issued share capital	4.8	10 9 .4	1 0 0 .1
Share premium	4.8	2 , 4 4 7.6	2 ,16 2 . 0
Merger reserve		40. 2	4 0. 2
Retained earnings		1, 4 6 6 . 0	1, 47 9 . 0
Hedging reserve		3.8	6.2
Equity attributable to the owners of the Parent Company		4 ,0 67. 0	3, 787 .5
Non-controlling interest		2 6 .1	26. 4
Total equity		4 , 0 9 3 .1	3 , 8 13 . 9

The financial statements of The Unite Group PLC, registered number 03199160, were approved and authorised for issue by the

Board of Directors on 27 February 2024 and were signed on its behalf by:

Joe Lister Mike Burt

Director Director

177

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

COMPANY BALANCE SHEET

At 31 December 2023

Note

2023

£m

2022

£m

Assets

Investments in subsidiaries 3.5 2,450.8 2, 397.0

Loans to Group undertakings 5.2 2 ,130.0 2,076.9

Interest rate swaps 4.2 56.0 73.2

Total non-current assets 4,636.8 4,547.1

Trade and other receivables 5.2 – 0.1

Cash and cash equivalents 0.7 0.7

Total current assets 0.7 0.8

Total assets 4,637.5 4,547.9

Current liabilities

Amounts due to Group undertakings 5.4 (66.7) (70.3)

Other payables 5.4 (9.1) (9.5)

Total current liabilities (75.8) (79.8)

Borrowings 4.1 (468.6) (649.6)

Total non-current liabilities (468.6) (649.6)

Total liabilities (544.4) (729.4)

Net assets 4,093.1 3,818.5

Equity

Issued share capital 4.8 109.4 100.1

Share premium 4.8 2 ,447.6 2,162.0

Merger reserve 40.2 40.2

Hedging reserve 1.1 1.3

Retained earnings 1,494.7 1,514.9

Total equity 4,093.1 3,818.5

Total equity is wholly attributable to equity holders of The Unite Group PLC. The profit of The Unite Group PLC in 2023 was £97.2 million

(2022: £426.1 million).

The financial statements of The Unite Group PLC, registered number 03199160, were approved and authorised for issue by the Board of

Directors on 27 February 2024 and were signed on its behalf by:

Joe Lister Mike Burt

Director Director

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

For the year ended 31 December 2023

Note

		Issued					Attributable	Non-
		share	Share	Merger	Retained	Hedging	to owners of	controlling
		capital	premium	reserve	earnings	reserve	the Parent	interest	Total
		£m	£m	£m	£m	£m	£m	£m	£m
At 1 January 2023		1 0 0 .1	2 ,16 2 . 0	4 0.2	1, 4 7 9. 0	6. 2	3,787 .5	26.4	3 , 8 13 . 9
Profit for the year		–	–	–	102 . 5	–	102 . 5	1 .1	10 3 .6
Other comprehensive income for the year:
Share of joint venture mark	3.4b	–	–	–	–	(2 .1)	(2 .1)	–	(2 .1)
tomarket movements on hedging instruments
Total comprehensive income for the year		–	–	–	102 . 5	(2 .1)	10 0. 4	1 .1	10 1. 5
Shares issued	4.8	9. 3	2 85.6	–	–	–	2 94.9	–	29 4.9
Deferred tax on share- based payments		–	–	–	0. 2	–	0.2	–	0. 2
Fair value of share-based		–	–	–	2.2	–	2.2	–	2.2
payments
Own shares acquired		–	–	–	(0.6)	–	(0.6)	–	(0.6)
Unwind of realised swap		–	–	–	–	(0 . 3)	(0. 3)	–	(0. 3)
gain
Dividends paid to owners	4.9	–	–	–	(1 1 7. 3)	–	(11 7. 3)	–	(11 7. 3)
ofthe Parent Company
Dividends to non-controlling		–	–	–	–	–	–	(1. 4)	(1. 4)
interest
At 31 December 2023		10 9. 4	2 , 4 47. 6	4 0.2	1, 4 6 6 . 0	3.8	4 , 0 6 7. 0	2 6 .1	4 ,0 9 3 .1

		Issued					Attributable	Non-
		share	Share	Merger	Retained	Hedging	to owners of	controlling
		capital	premium	reserve	earnings	reserve	the Parent	interest	Total
	Note	£m	£m	£m	£m	£m	£m	£m	£m
At 1 January 2022		99.8	2 ,161. 2	40. 2	1, 2 2 5 . 0	1. 6	3 , 5 2 7. 8	26. 6	3,554.4
Profit for the year		–	–	–	35 0.5	–	350.5	1. 3	3 51. 8
Other comprehensive income for the year:
Share of joint venture mark	3.4b	–	–	–	–	4 .7	4 .7	–	4 .7
tomarket movements on hedging instruments
Total comprehensive income for the year		–	–	–	3 50. 5	4 .7	355. 2	1. 3	356. 5
Shares issued	4.8	0.3	0.8	–	–	–	1 .1	–	1 .1
Deferred tax on share- based payments		–	–	–	0.3	–	0. 3	–	0. 3
Fair value of share-based		–	–	–	1. 3	–	1. 3	–	1. 3
payments
Own shares acquired		–	–	–	(1. 7)	–	(1. 7)	–	(1.7)
Unwind of realised		–	–	–	–	(0 .1)	(0 .1)	–	(0 .1)
swapgain
Dividends paid to owners	4.9	–	–	–	(96 .4)	–	(9 6. 4)	–	(9 6. 4)
ofthe Parent Company
Dividends to non-controlling		–	–	–	–	–	–	(1. 5)	(1. 5)
interest
At 31 December 2022		1 0 0 .1	2 ,16 2 . 0	4 0.2	1, 4 7 9. 0	6. 2	3,787 .5	26.4	3 , 8 13 . 9

The notes on pages 182–236 form part of the financial statements.

179

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

COMPANY STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

For the year ended 31 December 2023

Note

Issued

capital

£m

premium

£m

Merger

reserve

£m

Hedging

reserve

£m

Retained

earnings

£m

Total

£m

At 1 January 2023 100.1 2,162.0 40.2 1.3 1,514.9 3,818.5

Profit and total comprehensive income

for the year

– – – – 97.2 97.2

Shares issued 4.8 9.3 285.6 – – – 294.9

Unwind of realised swap gain – – – (0.2) – (0.2)

Dividends to shareholders 4.9 – – – – (117.3) (117.3)

At 31 December 2023 109.4 2,4 47.7 40.2 1.1 1,494.7 4,093.1

Note

Issued

capital

£m

premium

£m

Merger

reserve

£m

Hedging

reserve

£m

Retained

earnings

£m

Total

£m

At 1 January 2022 99.8 2,161.2 40.2 1.5 1,185.2 3, 487.9

Profit and total comprehensive income

for the year

– – – – 426.1 426.1

Shares issued 4.8 0.3 0.8 – – – 1.1

Unwind of realised swap gain – – – (0.2) – (0.2)

Dividends to shareholders 4.9 – – – – (96.4) (96.4)

At 31 December 2022 100.1 2 ,162.0 40.2 1.3 1,514.9 3,818.5

The notes on pages 182–236 form part of the financial statements.

180

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 31 December 2023

		Group
		2023	2022
	Note	£m	£m
Net cash flows from operating activities	5.1	153.2	1 5 4 .1
Investing activities
Investment in joint ventures		–	(14 4 . 6)
Capital expenditure on properties		(13 5. 3)	(3 16 . 5)
Acquisition of intangible assets		(1. 8)	(2. 3)
Acquisition of plant and equipment		(0. 9)	(1. 3)
Proceeds from sale of investment property		–	2 3 4 .1
Interest received		1.3	0.2
Dividends received		2 7. 3	38.5
Net cash flows from investing activities		(10 9. 4)	(19 1. 9)
Financing activities
Proceeds from the issue of share capital		294.9	1 .1
Payments to acquire own shares		(0.6)	(1.7)
Interest paid in respect of financing activities		(3 8 .8)	(4 3 .6)
Proceeds from non-current borrowings		–	105. 7
Repayment of borrowings		(18 2 . 5)	–
Dividends paid to the owners of the Parent Company		(10 3 . 4)	(85. 1)
Withholding tax paid on distributions		(12 .0)	(8 .7)
Dividends paid to non-controlling interest		(1. 9)	(1. 3)
Net cash flows from financing activities		(4 4 . 3)	(3 3.6)
Net decrease in cash and cash equivalents		(0. 5)	(71. 4)
Cash and cash equivalents at start of year		38 .0	10 9. 4
Cash and cash equivalents at end of year		3 7. 5	38.0

181

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

NOTES TO THE FINANCIAL STATEMENTS

Section 1: Basis of preparation

This section lays out the Group’s accounting policies that relate to the financial statements as a whole.

Where an accounting policy is specific to a particular note to the financial statements, the policy is

described in the note to which it relates and has been clearly identified in a box.

Basis of consolidation

The financial statements consolidate those of Unite Group PLC (the Company) and its subsidiaries (together referred to as the

Group) and include the Group’s interests in jointly controlled entities. The Company financial statements present information

about the Company as a separate entity and not as a group.

The Company financial statements have been prepared in accordance with Financial Reporting Standard 101 – Reduced disclosure

framework (FRS 101), and the Group financial statements have been prepared in accordance with International Financial Reporting

Standards as adopted by the United Kingdom (Adopted IFRS), in conformity with the Companies Act 2006, and approved by the

Directors. On publishing the Company financial statements here together with the Group financial statements, the Company is

taking advantage of the exemption in s408 of the Companies Act 2006 not to present its individual income statement and related

notes. The Company is also taking advantage of the FRS 101 disclosure exemptions from requirements of IFRS 7, IFRS 13 and IAS

1 including presenting a Company statement of cash flows.

The accounting policies have been applied consistently to all periods presented in these consolidated financial statements.

The Company is a public company limited by shares and is registered in England, United Kingdom, where it is also domiciled.

Subsidiaries are those entities controlled by the Company. Control exists when the Company has an existing right that gives it

the current ability to direct the relevant activities of the subsidiary, has exposure or right to variable returns from its involvement

in the subsidiary and has the ability to use its power to affect its returns. The financial statements of subsidiaries are included in

the consolidated financial statements from the date that control commences until the date that control ceases.

Intra-group balances and transactions, and any unrealised gains and losses arising from intra-group transactions, such as

property disposals and management fees, are eliminated in preparing the consolidated financial statements. Unrealised

gains arising from transactions with joint ventures are eliminated to the extent of the Group’s retained interest in the entity.

Unrealised losses are eliminated in the same way as unrealised gains except where the loss provides evidence of a reduction

in the net realisable value of current assets or an impairment in the value of non-current assets.

Non-controlling interests are shown as a line item within equity and comprise the non-controlling interests in subsidiaries

which are not directly or indirectly attributable to the Group. Non-controlling interests are assigned to one subsidiary as at both

31 December 2023 and 2022 (see note 3.4).

Measurement convention

The financial statements are prepared on the historical cost basis except for investment property (owned), investment property

(leased), investment property (under development), investments in subsidiaries and interest rate swaps all of which are stated

at their fair value.

182

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

NOTES TO THE FINANCIAL STATEMENTS continued

Going concern

In determining the appropriate basis of preparation of the financial statements, the Directors are required to consider whether

the Group can continue in operational existence for at least 12 months from the date of this report.

The Directors have considered a range of scenarios for future performance through the 2023/24 and 2024/25 academic years.

This included a base case assuming cash collection and performance for the 2023/24 academic year remains in line with current

expectations and sales performance for the 2024/25 academic year consistent with published guidance; and a reasonable worst-

case scenario where income for the 2024/25 academic year is impacted by reduced sales, equivalent to occupancy of around

90%. The Directors considered the net (£295 million) current liability position of the Group and were satisfied that it could be

met through available cash and undrawn debt. The impact of our ESG asset transition plans are included within the cash flows,

which have been modelled to align with the Group’s 2030 net zero carbon targets. Under each of these scenarios, the Directors

are satisfied that the Group has sufficient liquidity and will maintain covenant compliance over the next 12 months. To further

support the Directors’ going concern assessment, a ‘Reverse Stress Test’ was performed to determine the level of performance

at which adopting the going concern basis of preparation may not be appropriate. This involved assessing the minimum amount

of income required to ensure financial covenants would not be breached. Within the tightest covenant, occupancy could fall to

approximately 70% before there would be a breach. The Group has capacity for property valuations to fall by around 30% before

there would be a breach of LTV and gearing covenants in facilities where such covenants exist. Were income or asset values to fall

beyond these levels, the Group has certain cure rights, such that an immediate default could be avoided.

The Directors are satisfied that the possibility of such an outcome is sufficiently remote that adopting the going concern basis of

preparation is appropriate.

Accordingly, after making enquiries and having considered forecasts and appropriate sensitivities, the Directors have formed a

judgement, at the time of approving the financial statements, that there is a reasonable expectation that the Group has adequate

resources to continue in operational existence for the foreseeable future, being at least 12 months from the date of these

financial statements.

Standards and interpretations effective in the current period

During the year the following new and revised standards and interpretations have been adopted and have not had a material

impact on the amounts reported in these financial statements:

• IFRS 17 Insurance contracts.

• IAS 1 (amendments) and IFRS Practice Statement 2 Disclosure of accounting policies.

• IAS 8 Definition of accounting estimates.

• IAS 12 Deferred tax related to assets and liabilities arising from a single transaction.

183

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Section 1: Basis of preparation continued

Impact of accounting standards and interpretations in issue but not yet effective

At the date of approval of these financial statements there are a number of new standards and amendments to existing

standards in issue but not yet effective. The Group has not adopted the new or amended standards in preparing these

consolidated financial statements.

The following new or amended standards and interpretations are not expected to have a significant impact on the Group’s

consolidated financial statements:

• IAS 1 (amendments) Non-current liabilities with covenants and classification of liabilities as current or non-current.

• IFRS 16 (amendments) Lease liability in a sale and leaseback.

• IAS 7 and IFRS 7 (amendments) Disclosure of Supplier Finance Arrangements.

• IFRS 10 (amendments) Sale or Contribution of Assets between an Investor and its Associate or Joint Venture.

The impact of all other IFRS Standards not yet adopted is not expected to be material.

Critical accounting estimates and judgements

The Group’s significant accounting policies are stated in the relevant notes to the Group financial statements.

The preparation of financial statements requires management to exercise judgement in applying the Group’s accounting

policies. It also requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities,

income and expenses.

Critical accounting judgements

The areas which involve a high degree of judgement or complexity in applying the accounting policies of the Group are explained

in more detail in the accounting policy descriptions in the related notes to the financial statements.

The areas where accounting judgements have the most significant impact on the financial statements of the Group are

as follows:

• Classification of joint venture vehicles (note 3.4).

Key sources of estimation uncertainty

The estimates and associated assumptions are based on historical experience and various other factors that are believed to be

reasonable under the circumstances, the results of which form the basis of making judgements about carrying values of assets

and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

Estimates and assumptions are reviewed on an ongoing basis with revisions recognised in the period in which the estimates are

revised and in any future periods affected.

The areas involving the most sensitive estimates and assumptions that are significant to the financial statements are set out

below and in more detail in the related notes:

• Valuation of investment property and investment property under development (note 3.1).

• Valuation of provisions for cladding remediation (note 5.5).

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

Section 2: Results for the year

This section focuses on the results and performance of the Group and provides a reconciliation between the primary

statements and EPRA performance measures. On the following pages you will find disclosures explaining the Group’s

results for the year, segmental information, taxation, earnings and net tangible asset value (NTA) per share.

The Group uses EPRA earnings, adjusted earnings and NTA movement as key comparable indicators across other

real estate companies in Europe. EPRA earnings, adjusted earnings and NTA movement are Alternative Performance

Measures (APMs), further details of which are set out in section 8.

IFRS performance measures

		2023	2022	2023	2022
	Note	£m	£m	pps	pps
Profit *	2.2b	102.5	350.5	24.7p	87.7p
Net assets *	2.3d	4,067.0	3 ,787.5	931p	944p

* Profit after tax represents profit attributed to the owners of the Company, and net assets represents equity attributable to the owners of

the Company.

EPRA performance measures

		2023	2022	2023	2022
	Note	£m	£m	pps	pps
EPRA earnings	2.2c	176.1	157.3	42.4p	39.4p
Adjusted earnings	2.2c	184.3	163.4	44.3p	40.9p
EPRA NTA	2.3d	4,014.7	3,716.7	920p	927p

** Adjusted earnings are calculated as EPRA earnings after adding back software as a service costs previously capitalised (net of deferred tax)

and abortive costs (see note 2.2a) , in order to reflect the performance of the Group’s underlying operating activities.

2.1 Segmental information

The Board of Directors monitors the business along two activity lines, Operations and Property. The reportable segments for the

years ended 31 December 2023 and 31 December 2022 are Operations and Property.

The Group undertakes its Operations and Property activities directly and through joint ventures with third parties.

The joint ventures are an integral part of each segment and are included in the information used by the Board to monitor

the business.

Detailed analysis of the performance of each of these reportable segments is provided in the following sections 2.2 to 2.3.

The Group’s properties are located exclusively in the United Kingdom. The Group therefore has one geographical segment.

2.2 Earnings

EPRA earnings and adjusted earnings amends IFRS measures by removing principally the unrealised investment property

valuation gains and losses such that users of the financial statements are able to see the extent to which dividend payments

(dividend per share) are underpinned by earnings arising from operational activity. In 2023 and 2022, software as a service

costs, which were previously capitalised under the existing intangibles policy have been excluded from adjusted earnings (net of

deferred tax), to align with the International Financial Reporting Interpretations Committee (‘IFRIC’) agenda decision in 2021. In

consideration of EPRA’s focus on presenting clear comparability in results from recurring operational activities, in 2022 adjusted

earnings also excludes abortive costs relating to an aborted acquisition. The reconciliation between profit attributable to owners

of the Company and EPRA earnings is available in note 2.2b.

The Operations segment manages rental properties, owned directly by the Group or by joint ventures. Its revenues are derived

from rental income and asset management fees earned from joint ventures. The way in which the Operations segment adds

value to the business is set out in the Operations review on pages 32–35. The Operations segment is the main contributor to

adjusted earnings and adjusted EPS and these are therefore the key indicators which are used by the Board to monitor the

Groups financial performance.

The Board does not manage or monitor the Operations segment through the balance sheet and therefore no segmental

information for assets and liabilities is provided for the Operations segment.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 2: Results for the year continued

2.2 Earnings continued

2.2a) EPRA earnings

2023

			Share of joint ventures	Group on
	Unite			EPRA basis
	Students	USAF	LSAV	Total
	£m	£m	£m	£m
Rental income	259.2	57.5	52.8	369.5
Property operating expenses	(79.8)	(20.0)	(13.2)	(113.0)
Net operating income	179.4	37. 5	39.6	256.5
Management fees	21.4	(4.5)	–	16.9
Overheads	(32.2)	(0.4)	(0.5)	(33.1)
Interest on lease liabilities	(7.7)	–	–	(7.7)
Net financing costs	(22.9)	(9.4)	(15.1)	(47.4)
Operations segment result	138.0	23.2	24.0	185.2
Property segment result	(2.7)	–	–	(2.7)
Unallocated to segments	(6.0)	(0.2)	(0.2)	(6.4)
EPRA earnings	129.3	23.0	23.8	176.1
Software as a service costs	8.2	–	–	8.2
Adjusted earnings	137.5	23.0	23.8	184.3

Included in the above is rental income of £19.0 million and property operating expenses of £10.2 million relating to sale and leaseback properties.

Included in the above is also rental income of £3.8 million and property operating expenses of £1.2 million, relating to a build to rent property.

Unallocated to segments includes the fair value of share-based payments of (£3.4 million), costs due to leadership changes of (£2.9 million),

contributions to the Unite Foundation and social causes of (£1.6 million), a deferred tax credit of £2.5 million and current tax charge of (£1.0

million). Depreciation and amortisation totalling (£6.3 million) is included within overheads.

The software as a service costs are presented net of deferred tax of £2.8 million.

2022

			Share of joint ventures	Group on
	Unite			EPRA basis
	Students	USAF	LSAV	Total
	£m	£m	£m	£m
Rental income	241.7	48.8	49.2	339.7
Property operating expenses	(72.0)	(15.9)	(10.8)	(98.7)
Net operating income	169.7	32.9	38.4	241.0
Management fees	21.4	(4.0)	–	17.4
Overheads	(32.5)	(0.7)	(0.6)	(33.8)
Interest on lease liabilities	(8.1)	–	–	(8.1)
Net financing costs	(33.4)	( 7.7)	(13.8)	(54.9)
Operations segment result	117.1	20.5	24.0	161.6
Property segment result	(1.2)	–	–	(1.2)
Unallocated to segments	(2.8)	(0.2)	(0.1)	(3.1)
EPRA earnings	113.1	20.3	23.9	157. 3
Abortive costs	1.5	–	–	1.5
Software as a service costs previously capitalised	4.6	–	–	4.6
Adjusted earnings	119.2	20.3	23.9	163.4

Included in the above is rental income of £18.1 million and property operating expenses of (£9.7 million) relating to sale and leaseback properties.

Also included in the above is rental income of £0.7 million and property operating expenses of (£0.2 million), relating to a build-to-rent property.

Unallocated to segments includes abortive costs of (£1.5 million), the fair value of share-based payments of (£1.6 million), contributions to the

Unite Foundation of (£0.6 million), a deferred tax credit of £1.3 million and current tax charge of (£0.7 million). Depreciation and amortisation

totalling (£7.8 million) is included within overheads.

The software as a service costs capitalised under the existing Intangibles policy in the prior year are presented net of deferred tax of £1.5 million.

NOTES TO THE FINANCIAL STATEMENTS continued

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2.2 Earnings continued

2.2b) IFRS reconciliation to EPRA earnings and adjusted earnings

EPRA earnings excludes movements relating to changes in values of investment properties (owned, leased and under development),

profits/losses from the disposal of properties and swap/debt break costs which are included in the profit reported under IFRS.

EPRA earnings and adjusted earnings reconcile to the profit attributable to owners of the Company as follows:

		2023	2022
	Note	£m	£m
Profit attributable to owners of the Company		102.5	350.5
Net valuation losses/(gains) on investment property (owned)	3.1	37.2	(112.7)
Property disposals (owned)		(11.8)	15.6
Net valuation losses on investment property (leased)	3.1	10.4	9.3
Amortisation of fair value of debt recognised on acquisition		(4.3)	(4.3)
Share of joint venture losses/(gains) on investment property	3.4b	21.9	(32.3)
Share of joint venture property disposals	3.4b	3.5	0.9
Mark to market changes on interest rate swaps	4.3	17.2	(70.7)
Current tax relating to property disposals		(0.1)	(0.2)
Deferred tax	2.5d	(0.2)	0.7
Non-controlling interest share of reconciling items *		(0.2)	0.5
EPRA earnings	2.2a	176.1	157. 3
Software as a service costs	3.2	8.2	4.6
Abortive costs		–	1.5
Adjusted earnings	2.2a	184.3	163.4

* The non-controlling interest, arises as a result of the Company not owning 100% of the share capital of one of its subsidiaries, USAF (Feeder)

Guernsey Limited. More detail is provided in note 3.4.

2.2c) Earnings per share

Basic EPS calculation is based on the earnings attributable to the equity shareholders of The Unite Group PLC and the weighted

average number of shares which have been in issue during the year. Basic EPS is adjusted in line with EPRA guidelines in order to

allow users to compare the business performance of the Group with other listed real estate companies in a consistent manner

and to reflect how the business is managed on a day-to-day basis.

The calculations of basic and EPRA EPS and adjusted EPS for the year ended 31 December 2023 and 2022 are as follows:

		2023	2022	2023	2022
	Note	£m	£m	pps	pps
Earnings
Basic		102.5	350.5	24.7p	87.7p
Diluted		102.5	350.5	24.6p	87.6p
EPRA	2.2b	176.1	157.3	42.4p	39.4p
Diluted EPRA				42.2p	39.3p
Adjusted	2.2b	184.3	163.4	44.3p	40.9p
Diluted adjusted				44.2p	40.8p

	2023	2022
Weighted average number of shares (thousands)
Basic	415,733	399,581
Dilutive potential ordinary shares (share options)	1,165	584
Diluted	416,898	400,165

Movements in the weighted average number of shares have resulted from the issue of shares arising from the capital raise in

July 2023, employee share-based payment schemes and the scrip dividend.

In 2023, there were 16,505 options excluded from the potential dilutive shares that did not affect the diluted weighted average

number of shares (2022: 19,015).

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 2: Results for the year continued

2.3 Net assets

2.3a) EPRA NTA

EPRA NTA makes adjustments to IFRS measures by removing the fair value of financial instruments and the carrying value of

intangibles. The reconciliation between IFRS NAV and EPRA NTA is available in note 2.3c.

The Group’s Property business undertakes the acquisition and development of properties. The way in which the Property

segment adds value to the business is set out in the Property review on pages 36–40.

2023

		Share of JVs
	Unite			See-
	Students	USAF	LSAV	through
	£m	£m	£m	£m
Investment property (owned) *	3,727.8	827.8	954.7	5,510.3
Investment property (leased)	84.7	–	–	84.7
Investment property (under development)	174.7	–	–	174.7
Total property portfolio	3,987.2	827.8	954.7	5,769.7
Debt	(1,067.6)	(243.5)	(337.0)	(1,64	8.1)
Lease liabilities	(83.8)	–	–		(83.8)
Cash	37.5	18.2	21.5		77.2
Net debt	(1,113.9)	(225.3)	(315.5)		(1,654.7)
Other assets and (liabilities)	(48.3)	(22.3)	(29.7)		(100.3)
EPRA NTA	2,825.0	580.2	609.5		4,014.7
Loan to value	26%	27%	33%		28%
Loan to value post IFRS 16	28%	27%	33%		29%

2022

		Share of JVs
	Unite			See-
	Students	USAF	LSAV	through
	£m	£m	£m	£m
Investment property (owned)	3,623.4	813.0	960.4	5,396.8
Investment property (leased)	90.3	–	–	90.3
Investment property (under development)	202.7	–	–	202.7
Total property portfolio	3,916.4	813.0	960.4	5,689.8
Debt	(1, 247.8)	(239.8)	(385.2)	(1,872.8)
Lease liabilities	(90.4)	–	–	(90.4)
Cash	38.0	35.6	65.6	139.2
Net debt	(1,300.2)	(204.2)	(319.6)	(1,824.0)
Other assets and (liabilities)	(95.1)	(33.6)	(20.4)	(149.1)
EPRA NTA	2 ,521.1	575.2	620.4	3,716.7
Loan to value	32%	25%	33%	31%
Loan to value post IFRS 16	33%	25%	33%	32%

* Investment property (owned) includes assets classified as held for sale in the IFRS balance sheet.

** LTV calculated excluding investment properties (leased) and the corresponding lease liabilities. LTV is an APM – see section 8.

NOTES TO THE FINANCIAL STATEMENTS continued

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2.3 Net assets continued

2.3b) Movement in EPRA NTA during the year

Contributions to EPRA NTA by each segment during the year is as follows:

2023

			Share of JVs
		Unite			See-
		Students	USAF	LSAV	through
	Note	£m	£m	£m	£m
Operations
Operations segment result	2.2a	137.8	23.3	24.1	185.2
Add back amortisation of intangibles	3.3b	5.2	–	–	5.2
Total Operations		143.0	23.3	24.1	190.4
Property
Rental growth		185.2	41.8	56.1	286.7
Yield movement		(215.9)	(34.4)	(85.7)	(339.6)
Disposal gains/(losses)		11.8	(3.7)	0.3	8.4
Investment property (losses)/gains (owned) *		(18.9)	3.7	(29.3)	(44.5)
Investment property losses (leased)	3.1	(10.4)	–	–	(10.4)
Investment property losses (under development)	3.1	(6.6)	–	–	(6.6)
Pre-contract/other development costs	2.2a	(2.8)	–	–	(2.8)
Total Property		(38.7)	3.7	(29.3)	(64.3)
Unallocated
Shares issued		294.9	–	–	294.9
Investment in joint ventures		27.3	(21.8)	(5.5)	–
Dividends paid		(117. 3)	–	–	(117.3)
Acquisition of intangibles		(1.6)	–	–	(1.6)
Share-based payment charge		(3.4)	–	–	(3.4)
Other		(0.4)	(0.2)	(0.2)	(0.8)
Total Unallocated		199.6	(22.0)	(5.7)	172.0
Total EPRA NTA movement in the year		303.9	5.0	(10.9)	298.0
Total EPRA NTA brought forward		2,521.1	575.2	620.4	3,716.7
Total EPRA NTA carried forward		2,825.0	580.2	609.5	4,014.7

* Investment property gains (owned) includes gains on assets classified as held for sale in the IFRS balance sheet.

The £0.8 million Other balance within the Unallocated segment includes the purchase of own shares of (£0.6 million),

contributions to the Unite Foundation and other social causes of (£1.6 million), tax credits of £1.1 million and other costs of

(£0.3 million).

NOTES TO THE FINANCIAL STATEMENTS continued

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	Section 2: Results for the year continued
2.3 Net assets continued
2.3b) Movement in EPRA NTA during the year continued
2022			Share of JVs
		Unite			See-
		Students	USAF	LSAV	through
	Note	£m	£m	£m	£m
Operations
Operations segment result	2.2a	117.1	20.5	24.0	161.6
Add back amortisation of intangibles	3.3b	5.9	–	–	5.9
Total Operations		123.0	20.5	24.0	167. 5
Property
Rental growth		117.1	0.5	32.6	150.2
Yield movement		(11.0)	2.2	(3.0)	(11.8)
Disposal losses		(15.6)	(0.9)	–	(16.5)
Investment property gains (owned)		90.5	1.8	29.6	121.9
Investment property losses (leased)	3.1	(9.3)	–	–	(9.3)
Investment property gains (under development)	3.1	6.6	–	–	6.6
Pre-contract/other development costs	2.2a	(1.2)	–	–	(1.2)
Total Property		86.6	1.8	29.6	118.0
Unallocated
Shares issued		1.1	–	–	1.1
Investment in joint ventures		(102.4)	122.0	(19.6)	–
Dividends paid		(96.4)	–	–	(96.4)
Acquisition of intangibles	3.3b	(1.9)	–	–	(1.9)
Abortive costs		(1.5)	–	–	(1.5)
Other		(1.8)	(0.3)	(0.2)	(2.3)
Total Unallocated		(202.9)	121.7	(19.8)	(101.0)
Total EPRA NTA movement in the year		6.7	144.0	33.8	184.5
Total EPRA NTA brought forward		2,514.4	431.2	586.6	3,532.2
Total EPRA NTA carried forward		2,521.1	575.2	620.4	3,716.7

The £2.3 million Other balance within the Unallocated segment includes the purchase of own shares of (£1.7 million),

contributions to the Unite Foundation of (£0.6 million), tax credits of £0.1 million and other costs of (£0.1 million).

NOTES TO THE FINANCIAL STATEMENTS continued

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2.3 Net assets continued

2.3c) Reconciliation to IFRS

To determine EPRA NTA, net assets reported under IFRS are adjusted to exclude the fair value of financial instruments, associated

tax and the carrying value of intangibles.

To determine EPRA NRV, net assets reported under IFRS are adjusted to exclude the fair value of financial instruments, associated

tax and real estate transfer tax.

To determine EPRA NDV, net assets reported under IFRS are adjusted to exclude the fair value of financial instruments,

but include the fair value of fixed interest rate debt and the carrying value of intangibles.

The net assets reported under IFRS reconcile to EPRA NTA, NRV and NDV as follows:

2023

	NTA	NRV	NDV
	£m	£m	£m
Net assets reported under IFRS	4,067.0	4,067.0	4,067.0
Mark to market interest rate swaps	(58.1)	(58.1)	–
Unamortised swap gain	(1.2)	(1.2)	(1.2)
Mark to market of fixed rate debt	–	–	35.0
Unamortised fair value of debt recognised on acquisition	15.2	15.2	15.2
Current tax	0.7	0.7	–
Deferred tax	0.4	0.4	–
Intangibles per IFRS balance sheet	(9.3)	–	–
Real estate transfer tax	–	306.7	–
EPRA reporting measure	4,014.7	4,330.7	4,116.0
2022

	NTA	NRV	NDV
	£m	£m	£m
Net assets reported under IFRS	3,787.5	3,787.5	3,787.5
Mark to market interest rate swaps	( 77.4)	( 77.4)	–
Unamortised swap gain	(1.4)	(1.4)	(1.4)
Mark to market of fixed rate debt	–	–	154.7
Unamortised fair value of debt recognised on acquisition	19.5	19.5	19.5
Current tax	0.7	0.7	–
Intangibles per IFRS balance sheet	(12.2)	–	–
Real estate transfer tax	–	300.7	–
EPRA reporting measure	3,716.7	4,029.6	3,960.3

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 2: Results for the year continued

2.3 Net assets continued

2.3d) NTA, NRV and NDV per share

The Board uses EPRA NTA to monitor the performance of the Property segment on a regular basis.

		2023	2022	2023	2022
	Note	£m	£m	pps	pps
Net assets		4,067.0	3,787.5	931	944
EPRA NTA	2.3a	4,014.7	3,716.7	921	928
EPRA NTA (diluted)	2.3a	4,018.6	3,719.7	920	927
EPRA NRV	2.3c	4,330.7	4,029.6	994	1,004
EPRA NRV (diluted)		4,334.6	4,032.6	992	1,005
EPRA NDV	2.3c	4,116.0	3,960.3	944	987
EPRA NDV (diluted)		4,119.9	3,963.3	943	988

Number of shares (thousands)	2023	2022
Basic	435,855	400,292
Outstanding share options	1,165	895
Diluted	437,019	401,187

2.4 Revenue and costs

Accounting policies

The Group recognises revenue from the following major sources:

• Rental income

• Management and performance fees

• Acquisition fees

Revenue is measured based on the consideration to which the Group expects to be entitled in a contract with a customer and

excludes amounts collected on behalf of third parties. The Group recognises revenue when it transfers control of its service to

a customer.

Rental income

Rental income comprises direct-lets to students and leases to universities and commercial tenants. This revenue is recognised in the

income statement over the length of the tenancy period as the Group provides the services to its customers. Included in the rental

contract is the use of utilities, broadband services and contents insurance. The Group does not offer these services as stand-alone

products. Under IFRS 15 the Group does not consider these services to be individually material and has, consequently, bundled

these obligations as a single contract. The transaction prices for rental income are explicitly stated in each contract. A contract

liability can result from payments received in advance, until the date at which control is transferred to the customer and at that

point the revenue begins to be recognised over the tenancy period. Lease incentives are sometimes recognised on commercial

units; these are recognised as an integral part of the total rental income and spread over the term of the lease.

The Group recognises rental income derived from contracts over 12 months in length in the Income Statement on a straight-

line basis in accordance with IFRS 16.

Management and performance fees

The Group acts as asset and property manager for USAF and LSAV and receives management fees in relation to these services.

Revenue from these fees is recognised on a straight-line basis over time as the joint ventures simultaneously receive and

consume benefits as the Group performs its management obligations which are determined by the services provided over

the course of each academic year, and this reflects the profile of activities being performed. Detailed calculations in order to

determine the transaction prices for these revenue streams are held within the joint venture agreements.

NOTES TO THE FINANCIAL STATEMENTS continued

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2.4 Revenue and costs continued

The Group is entitled to a USAF performance fee if the joint venture outperforms certain benchmarks. The Group recognises

a USAF performance fee at a point in time in the year to which the fee relates. The Group initially assesses the probability of

a fee being earned and its transaction price at half year and adjusts for any potential risks to receiving this income at year-

end, when the achieved outturn is known. The USAF performance fee is settled within 12 months of the year to which the

fee relates and the Group receives an enhanced equity interest in USAF as consideration for the performance fee.

The Group is entitled to a LSAV performance fee if the joint venture outperforms certain benchmarks over its life ending

in 2032. The Group recognises an LSAV performance fee at an amount which is considered highly probable to become due

based upon estimates of the future performance of the joint venture; such estimates include future rental income and the

discount rate (yield). Prior to the maturity of the joint venture, the Group pro-rates the total LSAV performance fee over the

life of the joint venture and recognises a proportion of the fee, only where sufficient certainty over outperformance of the

benchmark is determined to exist.

As per IFRS 15, the estimated amount of variable consideration is included in the transaction price only to the extent that it is

highly probable that a significant reversal in the amount of revenue recognised will not occur when the uncertainty associated

with the variable consideration is resolved. The performance fee is variable and dependent on meeting specific performance

targets. Accordingly where there is too much uncertainty over the cumulative outperformance of the benchmarks, particularly

in earlier periods of the performance fee period, which cover each 10-year term of the venture, then no amounts of performance

fee can be recognised as it is not highly probable that the performance fee will be earned.

Management and performance fees are presented in revenue net of the Group’s share of the corresponding expense within

the relevant fund.

At 31 December 2023, no amounts are deemed to meet the highly probable criteria and therefore we have not disclosed any

future fees receivable from these ongoing contracts.

Acquisition fees

The Group receives acquisition fees from its joint venture partners. This revenue is linked to the acquisition of land or property

and is therefore recognised at the point in time that control of the asset is transferred to the joint venture. The transaction

price for this revenue stream is stipulated in the joint venture agreement as a percentage of the value of the acquisition.

No such land or property acquisitions have occurred in 2023 or 2022.

The Group earns revenue from the following activities:

			2023	2022
		Note	£m	£m
Rental income *	Operations segment	2.2a	259.2	241.7
Management fees	Operations segment		17.1	17.8
			276.3	259.5
Impact of non-controlling interest on management fees			(0.2)	(0.2)
Total revenue			276.1	259.3

* EPRA earnings includes £369.5 million (2022: £339.7 million) of rental income, which is comprised of £259.2 million (2022: £241.7 million)

recognised on wholly-owned assets and a further £110.3 million (2022: £98.0 million) from joint ventures, which is included in share of joint

venture profit/(loss) in the consolidated income statement.

The cost of sales included in the consolidated income statement includes property operating expenses of £76.8 million

(2022: £70.3 million).

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 2: Results for the year continued

2.5 Tax

As a REIT, rental profits and gains on disposal of investment properties are exempt from corporation tax. The Group pays UK

corporation tax on the profits from its residual business, including management fees received from joint ventures, together with

UK income tax on rental income that arises from investments held by offshore subsidiaries in which the Group holds a non-

controlling interest.

Accounting policies

The tax charge for the year is recognised in the income statement and the statement of comprehensive income, according

to the accounting treatment of the related transaction. The tax charge comprises both current and deferred tax.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to tax

payable in respect of previous years. The current tax charge is based on tax rates that are enacted or substantively enacted

at the year-end.

Deferred tax arises due to certain temporary differences between the carrying amounts of assets and liabilities for financial

reporting purposes and those for taxation purposes. Temporary differences relating to investments in subsidiaries and

joint ventures are not provided for to the extent that they will probably not reverse in the foreseeable future. The amount

of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets

and liabilities.

As a REIT, rental profits and gains on disposal of investment properties and property rich investments are exempt from

corporation tax. As a result, no deferred tax provision has been recognised at the balance sheet date in respect of property

assets or units in USAF and LSAV held by members of the REIT Group.

2.5a) Tax – income statement

The total taxation charge/(credit) in the income statement is analysed as follows:

	2023	2022
	£m	£m
Corporation tax on residual business income arising in UK companies	1.0	0.5
Income tax on UK rental income arising in non-UK companies	0.4	0.4
Adjustments in respect of prior periods	(0.2)	(0.2)
Current tax charge	1.2	0.7
Origination and reversal of temporary differences	(2.3)	(1.0)
Effect of change in tax rate	–	–
Adjustments in respect of prior periods	–	0.4
Deferred tax (credit)	(2.3)	(0.6)
Total tax (credit)/charge in income statement	(1.1)	0.1

The movement in deferred tax provided is shown in more detail in note 2.5d.

NOTES TO THE FINANCIAL STATEMENTS continued

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2.5 Tax continued

2.5a) Tax - income statement continued

In the income statement, a tax charge of £1.2 million arises on a profit before tax of £102.5 million. The taxation charge that

would arise at the standard rate of UK corporation tax is reconciled to the actual tax charge as follows:

	2023	2022
	£m	£m
Profit before tax	102.5	351.9
Income tax using the UK corporation tax rate of 25% (2022: 19%)	24.1	67.0
Property rental business profits exempt from tax in the REIT Group	(45.7)	(28.4)
Property revaluations not subject to tax	16.2	(25.8)
Mark to market changes in interest rate swaps not subject to tax	3.0	(13.4)
Effect of indexation on investments	–	0.1
Effect of other permanent differences	1.3	0.5
Effect of tax deduction transferred to equity on share schemes	0.2	0.3
Rate difference on deferred tax	–	(0.4)
Prior year adjustments	(0.2)	0.2
Total tax (credit)/charge in income statement	(1.1)	0.1

As a UK REIT, the Group is exempt from UK corporation tax on the profits from its property rental business. Accordingly,

the element of the Group’s profit before tax relating to its property rental business has been separately identified in the

reconciliation above.

No deferred tax asset has been recognised in respect of the Group’s accumulated tax losses on the basis that they are not

expected to be utilised in future periods. At 31 December 2023 these losses totalled £15.3 million (2022: £15.3 million).

Although the Group does not pay UK corporation tax on the profits from its property rental business, it is required to distribute

90% of the profits from its property rental business after accounting for tax adjustments as a Property Income Distribution (PID).

PIDs are charged to tax in the same way as property income in the hands of the recipient. For the year ended 31 December 2023

the required PID is expected to be fully paid by the end of 2024.

2.5b) Tax – other comprehensive income

Within other comprehensive income a tax charge totalling £nil (2022: £nil) has been recognised.

2.5c) Tax – statement of changes in equity

Within the statement of changes in equity a tax credit totalling £0.1 million (2022: £0.3 million charge) has been recognised

representing deferred tax. An analysis of this is included below in the deferred tax movement table.

2.5d) Tax – balance sheet

The table below outlines the deferred tax (assets)/liabilities that are recognised in the balance sheet, together with their

movements in the year:

2023

	At 31	Charged/	Charged/		At 31
	December	(credited)	(credited)	December
	2022	in income	in equity 2023
	£m	£m	£m	£m
Investments	0.4	–		0.4
Property, plant and machinery and provisions	(2.8)	(2.1)		(4.9)
Share schemes	(1.2)	(0.4)	0.5	(1.1)
Tax value of carried forward losses recognised	–	0.2	(0.2)	–
Net tax assets	(3.6)	(2.3) *	0.3	(5.6)

* The £2.3 million credit above includes tax movements totalling £2.5 million in respect of Property, plant and machinery, Share schemes,

and Losses which are included in EPRA, which is why they are not included in the IFRS reconciliation in note 2.2b); removing them results in

achieving the £0.2 million charge which is excluded as per EPRA’s best practice recommendations.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 2: Results for the year continued

2.5 Tax continued

2.5d) Tax – balance sheet
2022
	At 31	Charged/	Charged/		At 31
	December	(credited)	(credited)	December
	2021	in income	in equity 2022
	£m	£m	£m	£m
Investments	–	0.4	–	0.4
Property, plant and machinery and provisions	(1.2)	(1.6)	–	(2.8)
Share schemes	(1.8)	0.3	0.3	(1.2)
Tax value of carried forward losses recognised	–	0.3	(0.3)	–
Net tax assets	(3.0)	(0.6) *	–	(3.6)

* The £0.6 million credit above includes tax movements totalling £1.3 million in respect of Property, plant and machinery, Share schemes,

and Losses which are included in EPRA, which is why they are not included in the IFRS reconciliation in note 2.2b); removing them results

in achieving the £0.7 million movement which is excluded as per EPRA’s best practice recommendations.

The deferred tax liability at 31 December 2023 has been calculated based on the rate at which it is expected to reverse.

As a REIT, disposals of investment property and property rich investments are exempt from tax and as a result no deferred tax

liability has been recognised in relation to these assets.

Company

Deferred tax has not been recognised on temporary differences of £1.7 million (2022: £1.7 million) in respect of revaluation of

subsidiaries and investment in joint ventures as it is considered unlikely that these investments will be divested.

2.6 Audit fees

During the year, the Group obtained the following services from the Company’s auditor and its associates:

	2023	2022
	£m	£m
Fees payable to the Group’s auditors for the audit of the Company and consolidated financial statements	0.5	0.5
Fees payable to the Group’s auditors for other services to the Group:
– Audit of the financial statements of subsidiaries	0.1	0.1
Total audit fees payable to the Group’s auditors	0.6	0.6
Audit-related assurance services	0.1	0.1
Other services	–	–
Total non-audit fees	0.1	0.1

Non-audit fees in both 2023 and 2022 relate entirely to services provided in respect of the half year review.

Details on the Company’s policy on the use of the auditor for non-audit services is also set out in the Audit & Risk Committee

report on pages 114–119.

No services were provided pursuant to contingent fee arrangements.

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

Section 3: Asset management

The Group holds its property portfolio directly and through its joint ventures. The performance of the property

portfolio, whether wholly-owned or in joint ventures, is the key factor that drives net asset value (NAV), one of the

Group’s key performance indicators. The following pages provide disclosures about the Group’s investments in

property assets and joint ventures and their performance over the year.

3.1 Wholly-owned property assets

The Group’s wholly-owned property portfolio is held in four groups on the balance sheet at the carrying values detailed below.

In the Group’s EPRA NTA all these groups are shown at market value, except where otherwise stated.

i) Investment property (owned)

These are assets that the Group intends to hold for a long period to earn rental income or capital appreciation. The assets are

measured at fair value in the balance sheet with changes in fair value taken to the income statement.

ii) Investment property (leased)

These are assets the Group sold to institutional investors and simultaneously leased back. These right-of-use assets are

measured at fair value in the balance sheet with changes in fair value taken to the income statement.

iii) Investment property (under development)

These are assets which are currently in the course of construction and which will be transferred to Investment property on

completion. The assets are initially recognised at cost and are subsequently measured at fair value in the balance sheet with

changes in fair value taken to the income statement.

iv) Investment property classified as held for sale

These are assets whose carrying amount will be recovered through a sale transaction rather than to hold for long-term rental

income or capital appreciation. This condition is regarded as met only when the sale is highly probable and the investment

property is available for immediate sale in its present condition. Management must be committed to the sale which should be

expected to qualify for recognition as a completed sale within one year from the date of classification. The assets are measured

at fair value in the balance sheet, with changes in fair value taken to the income statement. They are presented as current assets

in the IFRS balance sheet.

Accounting policies

Investment property (owned) and investment property (under development)

Investment property (owned) and investment property (under development) are held at fair value.

The external valuation of property assets involves significant judgement and changes to the core assumptions: rental income,

occupancy and property management costs, as well as estimated future costs, could have a significant impact on the carrying

value of these assets. Further details of the valuation process are included below.

Construction and borrowing costs are capitalised if they are directly attributable to the acquisition and construction of

a property asset. Capitalisation of borrowing costs commences when the activities to prepare the asset are in progress

and expenditures and borrowing costs are being incurred. Capitalisation of borrowing costs continues until the assets are

substantially ready for their intended use but stops if development activities are suspended. If the resulting carrying amount of

the asset exceeds its recoverable amount, an impairment loss is recognised. The capitalisation rate is arrived at by reference to

the actual rate payable on borrowings for development purposes or, with regard to that part of the development cost financed

out of general borrowings, to the average rate. During the year the average capitalisation rate used was 6.4% (2022: 3.1%).

The recognition of acquisitions of investment property and land occurs at the date when control passes to Unite Group.

The recognition of disposals of investment property occurs on legal completion when control passes from Unite Group.

In accordance with IFRS 15, gains/(losses) from the disposal of investment property are recognised at a point in time.

Contingent consideration receivables are recognised on disposals where the amount of additional consideration is readily

identifiable. It is recognised at the constrained value determined by the amount that is highly probable to be receivable at

the time of the disposal, and any subsequent change in value is recognised in profit or loss in the later period.

Investment property (leased)

The Group holds certain investment property under historical sale and leaseback arrangements, acting as an intermediate

lessor and subleasing its right-of-use assets. For each leased property, the Group assesses whether a contract is or contains

a lease, at inception of the contract. The Group recognises a right-of-use asset and a corresponding lease liability (see note

4.6a) with respect to all lease arrangements in which it is the lessee. The right-of-use assets are initially measured at cost in

accordance with IFRS 16 and subsequently at fair value in the balance sheet with changes in fair value taken to the income

statement in accordance with IAS 40.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 3: Asset management continued

3.1 Wholly-owned property assets continued

Valuation process

The valuations of the properties are performed twice a year on the basis of valuation reports prepared by external, independent

valuers, having an appropriate recognised professional qualification. The fair values are based on market values as defined in the

RICS Appraisal and Valuation Manual, issued by the Royal Institution of Chartered Surveyors, and taking account of committed

fire safety and external facade works as provided by Unite. CB Richard Ellis Ltd, Jones Lang LaSalle Ltd and Messrs Knight Frank

LLP, Chartered Surveyors were the valuers in the years ended 31 December 2023 and 2022.

The Group has transferred the 2023 addition in respect of committed spend on fire safety and façade works taking place in 2024/

2025 to property valuations, which is presented as a deduction to fair value below.

The valuations are based on:

Information provided by the Group such as current rents, occupancy, operating costs, terms and conditions of leases and

nomination agreements and capital expenditure. This information is derived from the Group’s financial systems and is subject

to the Group’s overall control environment.

Assumptions and valuation models used by the valuers – the assumptions are typically market related, such as yield and discount

rates. These are based on their professional judgement and market observation.

The information provided to the valuers – and the assumptions and the valuation models used by the valuers – are reviewed by

the Property Leadership Team and the CFO. This includes a review of the fair value movements over the year.

The fair value of the Group’s wholly-owned properties and the movements in the carrying value of the Group’s wholly-owned

property portfolio during the year ended 31 December 2023 are shown in the table below.

			Investment
	Investment	Investment	property
	property	property	(under
	(owned)	(leased)	development)	Total
	£m	£m	£m	£m
At 1 January 2023	3,623.4	90.3	202.7	3,916.4
Additions	–	–	–	–
Cost capitalised	66.5	4.8	58.9	130.2
Interest capitalised	–	–	8.4	8.4
Transfer from investment property under development	88.7	–	(88.7)	–
Transfer from work in progress	–	–	–	–
Transfer to assets held for sale	(33.5)	–	–	(33.5)
Disposals	–	–	–	–
Valuation gains	121.1	–	32.4	153.5
Valuation losses	(151.7)	(10.4)	(39.0)	(201.1)
Net valuation (losses)	(30.6)	(10.4)	(6.6)	(47.6)
Committed fire safety and external facade works	(20.2)	–	–	(20.2)
Carrying and market value at 31 December 2023	3,694.3	84.7	174.7	3,953.7

NOTES TO THE FINANCIAL STATEMENTS continued

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3.1 Wholly-owned property assets continued

Valuation process continued

The fair value of the Group’s wholly-owned properties and the movements in the carrying value of the Group’s wholly-owned

property portfolio during the year ended 31 December 2022 are shown in the table below.

2022

			Investment
	Investment	Investment	property
	property	property	(under
	(owned)	(leased)	development)	Total
	£m	£m	£m	£m
At 1 January 2022	3,095.1	97.7	324.1	3,516.9
Additions	71.1	–	–	71.1
Cost capitalised	38.6	1.9	187.7	228.2
Interest capitalised	0.5	–	5.9	6.4
Transfer from work in progress	326.5	–	(326.5)	–
Transfer to assets classified as held for sale	–	–	4.9	4.9
Disposals	(14.5)	–	–	(14.5)
Valuation gains	168.6	–	19.4	188.0
Valuation losses	(62.5)	(9.3)	(12.8)	(84.6)
Net valuation gains/(losses)	106.1	(9.3)	6.6	103.4
Carrying and market value at 31 December 2022	3,623.4	90.3	202.7	3,916.4

Assets classified as held for sale at 31 December 2023 are comprised of £33.5 million of investment property (owned) less (£7.8

million) costs to sell – the amounts are presented net in the balance sheet at £25.7 million (£nil). Assets held for sale are reported

within the Operations segment and represent a portfolio of properties (split across the Group and joint ventures) intended to be

sold within the next 12 months.

Included within investment properties at 31 December 2023 are £11.7 million (2022: £28.4 million) of assets held under a long

leasehold and £0.1 million (2022: £0.1 million) of assets held under short leasehold.

Total interest capitalised in investment properties (owned) and investment properties under development at 31 December 2023

was £66.4 million (2022: £63.5 million) on a cumulative basis.

Total internal costs capitalised in investment properties (owned) and investment properties under development was £77.1 million

at 31 December 2023 (2022: £70.0 million) on a cumulative basis.

Investment property (under development) includes interests in land not currently under construction totalling £8.3 million

(2022: £136.3 million).

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 3: Asset management continued

3.1 Wholly-owned property assets continued

Recurring fair value measurement

All investment and development properties are classified as Level 3 in the fair value hierarchy.

	2023	2022
Class of asset	£m	£m
London – rental properties	1,154.9	1,212.8
Prime regional – rental properties	1,156.0	1,105.6
Major regional – rental properties	1,246.0	1,130.0
Provincial – rental properties	104.0	103.9
London – development properties	86.2	91.9
Prime regional – development properties	57.0	32.4
Major regional – development properties	22.0	64.1
London build-to-rent – rental properties	66.9	71.1
Prime regional build-to-rent – development properties	9.5	14.3
Investment property (owned)	3,902.5	3,826.1
Investment property (leased)	84.7	90.3
Market value (including assets classified as held for sale)	3,987.2	3,916.4
Investment property (classified as held for sale)	(33.5)	–
Market value	3,953.7	3,916.4

The valuations have been prepared in accordance with the latest version of the RICS Valuation – Global Standards (incorporating

the International Valuation Standards) and the UK national supplement (the Red Book) based on net rental income, estimated

future costs, occupancy, property management costs and the net initial yield or discount rate.

Where the asset is leased to a university, the valuations also reflect the length of the lease, the allocation of maintenance and

insurance responsibilities between the Group and the lessee, and the market’s general perception of the lessee’s creditworthiness.

The resulting valuations are cross-checked against comparable market transactions.

For development properties, the fair value is usually calculated by estimating the fair value of the completed property (using the

discounted cash flow method) less estimated costs to completion.

Fair value using unobservable inputs (Level 3)

	2023	2022
	£m	£m
Opening fair value	3,916.4	3,516.9
Gains and (losses) recognised in income statement	(47.5)	103.4
Transfer to current assets classified as held for sale	(33.5)	–
Capital expenditure	138.5	310.6
Committed fire safety and external facade works	(20.2)	–
Disposals	–	(14.5)
Closing fair value	3,953.7	3,916.4
Investment property (classified as held for sale)	33.5	–
Closing fair value (including assets classified as held for sale)	3,987.2	3,916.4

NOTES TO THE FINANCIAL STATEMENTS continued

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3.1 Wholly-owned property assets continued

Quantitative information about fair value measurements using unobservable inputs (Level 3)

2023

	Fair
	value	Valuation			Weighted
	£m	technique	Unobservable inputs	Range	average
London –	1,154.9	RICS Red Book	Net rental income (£ per week)	£206–£424	£324
rental properties			Estimated future rent increase (% p.a.)	2%–4%	3%
			Net initial yield/Discount rate (%)	4.0%–4.7%	4.3%
Prime regional –	1,156.0	RICS Red Book	Net rental income (£ per week)	£152–£270	£189
rental properties			Estimated future rent increase (% p.a.)	2%–5%	3%
			Net initial yield/Discount rate (%)	4.3%–6.7%	4.9%
Major regional –	1,246.0	RICS Red Book	Net rental income (£ per week)	£84–£189	£135
rental properties			Estimated future rent increase (% p.a.)	2%–5%	3%
			Net initial yield/Discount rate (%)	4.9%–7.2%	5.7%
Provincial –	104.0	RICS Red Book	Net rental income (£ per week)	£103–£162	£136
rental properties			Estimated future rent increase (% p.a.)	2%–3%	3%
			Net initial yield/Discount rate (%)	7.0%–21.7%	8.9%
Prime regional –	57.0	RICS Red Book	Estimated cost to complete (£m)	£50.0m–£52.0m	£51.4m
development properties			Net rental income (£ per week)	£234–£246	£242
			Estimated future rent increase (% p.a.)	3%	3%
			Net initial yield/Discount rate (%)	4.4%–5.2%	4.7%
Major regional –	22.0	RICS Red Book	Estimated cost to complete (£m)	£19.4m–£124.1m	£97.6m
development properties			Net rental income (£ per week)	£214	£214
			Estimated future rent increase (% p.a.)	3%	3%
			Net initial yield/Discount rate (%)	5.2%	5.2%
	3,826.1
Investment property –	66.9	RICS Red Book	Net rental income (£ per week)	£412	£412
build-to-rent			Estimated future rent increase (% p.a.)	3%	3%
			Net initial yield/Discount rate (%)	4.1%	4.1%
Development property –	9.5	RICS Red Book	Estimated cost to complete (£m)	£12.6m	£12.6m
build-to-rent			Net rental income (£ per week)	£278	£278
			Estimated future rent increase (% p.a.)	3%	3%
			Net initial yield/Discount rate (%)	4.4%	4.4%
	3,902.5
Investment property –	84.7	Discounted	Net rental income (£ per week)	£106–£207	£168
leased		cash flows	Estimated future rent increase (% p.a.)	1.8%–2.7%	2.3%
			Discount rate (%)	6.3%	6.3%
Fair value at 31 December 2023	3,987.2

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 3: Asset management continued

3.1 Wholly-owned property assets continued

				Quantitative information about fair value measurements using unobservable inputs (Level 3) continued
2022
	Fair value	Valuation			Weighted
	£m	technique	Unobservable inputs	Range	average
London –	1,212.8	RICS Red Book	Net rental income (£ per week)	£208–£392	£308
rental properties			Estimated future rent increase (% p.a.)	2.0%–4.0%	3.0%
			Net initial yield/Discount rate (%)	3.7%–4.5%	3.9%
Prime regional –	1,105.6	RICS Red Book	Net rental income (£ per week)	£148–£243	£163
rental properties			Estimated future rent increase (% p.a.)	2.0%–5.0%	3.0%
			Net initial yield/Discount rate (%)	4.1%–6.2%	4.7%
Major regional –	1,130.0	RICS Red Book	Net rental income (£ per week)	£99–£178	£128
rental properties			Estimated future rent increase (% p.a.)	2.0%–3.0%	3.0%
			Net initial yield/Discount rate (%)	4.5%–7.0%	5.7%
Provincial –	103.9	RICS Red Book	Net rental income (£ per week)	£107–£156	£123
rental properties			Estimated future rent increase (% p.a.)	2.0%–3.0%	3.0%
			Net initial yield/Discount rate (%)	6.8%–21.5%	8.6%
London –	91.9	RICS Red Book	Estimated cost to complete (£m)	£111.4m–£177.1m	£150.2m
development properties			Net rental income (£ per week)	£183–£366	£248
			Estimated future rent increase (% p.a.)	3.0%	3.0%
			Net initial yield/Discount rate (%)	3.7%	3.7%
Prime regional –	32.4	RICS Red Book	Estimated cost to complete (£m)	£17.5m–£58.3m	£44.7m
development properties			Net rental income (£ per week)	£171–£235	£184
			Estimated future rent increase (% p.a.)	2.5%–3.0%	3.0%
			Net initial yield/Discount rate (%)	4.3%–5.0%	4.5%
Major regional –	64.1	RICS Red Book	Estimated cost to complete (£m)	£18.2m–£28.4m	£21.1m
development properties			Net rental income (£ per week)	£185–£287	£198
			Estimated future rent increase (% p.a.)	3.0%	3.0%
			Net initial yield/Discount rate (%)	4.9%–5.0%	4.9%
	3,740.7
Investment property –	71.1	RICS Red Book	Net rental income (£ per week)	£359	£359
build-to-rent			Estimated future rent increase (% p.a.)	3.0%	3.0%
			Net initial yield/Discount rate (%)	3.9%	3.9%
Development property –	14.3	RICS Red Book	Estimated cost to complete (£m)	£12.8m–£20.4m	£15.6m
build-to-rent			Net rental income (£ per week)	£170–£614	£312
			Estimated future rent increase (% p.a.)	3.0%	3.0%
			Net initial yield/Discount rate (%)	3.9%–4.3%	4.03%
	3,826.1
Investment property –	90.3	Discounted	Net rental income (£ per week)	£99–£191	£154
leased		cash flows	Estimated future rent increase (% p.a.)	1%–3%	2%
			Discount rate (%)	6.3%	6.3%
Fair value at 31 December 2022	3,916.4

NOTES TO THE FINANCIAL STATEMENTS continued

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3.1 Wholly-owned property assets continued

Fair value sensitivity analysis

A decrease in net rental income or occupancy will result in a decrease in the fair value, whereas a decrease in the discount rate

(yield) will result in an increase in fair value. There are inter-relationships between these rates as they are partially determined

by market conditions. These two key sources of estimation uncertainty are considered to represent those most likely to have a

material impact on the valuation of the Group’s investment property (owned and development) within the next 12 months as a

result of reasonably possible changes in assumptions used. The potential effect of such reasonably possible changes has been

assessed by the Group and is set out below:

		+5%	-5%
	Fair value at	change in	change in	+25 bps	-25 bps
	31 December	estimated net	estimated net	change in net	change in net
	2023	rental income	rental income	initial yield	initial yield
Class of assets	£m	£m	£m	£m	£m
Rental properties
London	1,154.9	1,234.0	1,116. 3	1,110.6	1, 247.6
Prime regional	1,156.0	1,213.6	1,098.8	1,099.7	1,218.9
Major regional	1,246.0	1,270.9	1,147.4	1,157.1	1,26	6.1
Provincial	104.0	110.8	100.2	102.5		108.7
Development properties
London	86.2	91.4	80.9	79.9		92.4
Prime regional	57.0	59.7	54.3	54.2		6 0.1
Major regional	22.0	23.0	20.9	21.0		23.1
Build-to-rent
London	66.9	70.2	63.7	63.5		70.8
Prime regional	9.5	10.0	9.0	9.0		10.1
Market value	3,902.5	4,083.6	3,691.4	3,697. 5		4,097.8

3.2 Inventories

Accounting policies

Inventories are shown at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the

ordinary course of business less the estimated costs of completion and selling expenses. All costs directly associated with the

purchase of land, and all subsequent qualifying expenditure is capitalised.

	2023	2022
	£m	£m
Interests in land	25.3	11.4
Other stocks	0.9	1.4
Inventories	26.2	12.8

At 31 December 2023 and 31 December 2022 Interests in land includes conditionally exchanged schemes.

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Section 3: Asset management continued

3.2 Inventories continued

Accounting policies

Leased assets

The Group assesses whether a contract is or contains a lease at its inception. The Group recognises a right-of-use asset and

a corresponding lease liability (see note 4.6a) with respect to all lease arrangements in which it is the lessee. Right-of-use

assets are initially measured at cost, which comprises a value set equal to the lease liability, adjusted for prepaid or accrued

lease payments and lease incentives. They are subsequently measured at this initial value less accumulated depreciation and

impairment losses.

Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. Property, plant

and equipment mainly comprise leasehold improvements at the Group’s head office and London office as well as computer

hardware at these sites.

Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives. Freehold land is not

depreciated. The estimated useful lives are as follows:

• Right-of-use assets Shorter of lease and economic life

• Property, plant and equipment 4–7 years

Intangible assets

Software-as-a-Service (SaaS) arrangements

IAS 38 Intangible Assets – In March 2019, the IFRS Interpretations Committee (IFRIC), concluded that SaaS arrangements are

likely to be service arrangements, rather than booked as intangible or leased assets, because the customer only has a right to

use software on a supplier’s cloud infrastructure. Therefore, the supplier controls the software and not the customer.

Intangible assets predominantly comprise of on-premises computer software which allows customers to book online and

processes transactions within the sales cycle. The expenditure capitalised includes the cost of materials, direct labour and an

appropriate proportion of overheads. The assets are amortised on a straight-line basis over four to seven years, being the

estimated useful lives of the intangible assets, from the date they are available for use. Amortisation is charged to the income

statement within overheads.

In 2023, the Group identified that a portion of costs capitalised in 2022 met the definition of SaaS arrangements and an

adjustment of £6.1 million has been made to remove the amounts, which is reflected in 2022 adjusted earnings (net of

deferred tax).

3.3 Right of use assets and other non-current assets

3.3a) Right-of-use assets

		2023			2022
	Buildings	Other	Total	Buildings	Other	Total
	£m	£m	£m	£m	£m	£m
Cost
At 1 January	5.0	1.3	6.3	5.8	1.3	7.1
Additions	–	–	–	–	0.4	0.4
Disposals	–	(0.5)	(0.5)	(0.8)	(0.4)	(1.2)
At 31 December	5.0	0.8	5.8	5.0	1.3	6.3
Amortisation
At 1 January	(2.9)	(0.7)	(3.6)	(2.9)	(0.6)	(3.5)
Amortisation charge for the year	(0.8)	(0.2)	(1.0)	(0.8)	(0.5)	(1.3)
Disposals	–	0.5	0.5	0.8	0.4	1.2
At 31 December	(3.7)	(0.4)	(4.1)	(2.9)	(0.7)	(3.6)
Carrying value at 1 January	2.1	0.6	2.7	2.9	0.7	3.6
Carrying value at 31 December	1.3	0.4	1.7	2.1	0.6	2.7

The Group leases several assets including office equipment and vehicles. The average lease term is three years.

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

3.3 Right of use assets and other non-current assets continued

3.3a) Right-of-use assets continued

Approximately 15% of the leases expired in the current financial year (2022: 44%). The expired contracts were not replaced and

therefore, there were £nil additions in 2023 (2022: £0.4 million).

The maturity analysis of lease liabilities is presented in note 4.6a.

Details of interest on lease liabilities and total cash outflows for leases are presented in notes 4.3 and 5.1.

3.3b) Other non-current assets

The Group’s other non-current assets can be analysed as follows:

		2023			2022
	Property,			Property,
	plant and	Intangible		plant and	Intangible
	equipment	assets	Total	equipment	assets	Total
	£m	£m	£m	£m	£m	£m
Cost
At 1 January	13.6	67.0	80.6	12.6	65.1	77.7
Additions	0.9	1.6	2.6	1.0	8.0	9.0
Software as a service costs previously	–	–	–	–	(6.1)	(6.1)
capitalised
At 31 December	14.5	68.6	83.1	13.6	67.0	80.6
Depreciation and amortisation
At 1 January	(10.4)	(54.8)	(65.2)	(9.8)	(48.9)	(58.7)
Depreciation/amortisation charge	(0.7)	(4.5)	(5.2)	(0.6)	(5.9)	(6.5)
for the year
At 31 December	(11.1)	(59.3)	(70.4)	(10.4)	(54.8)	(65.2)
Carrying value at 1 January	3.2	12.2	15.4	2.8	16.2	19.0
Carrying amount at 31 December	3.4	9.3	12.7	3.2	12.2	15.4

Intangible assets include £1.9 million (2022: £7.0 million) of assets not being amortised as they are not yet ready for use.

Property, plant and equipment assets include £nil (2022: £nil) of assets not being depreciated as they are not ready for use.

At 31 December 2023 the Group had capital commitments of £nil (2022: £nil) relating to intangible assets and £nil (2022: £nil)

relating to property, plant and equipment.

3.4 Investments in joint ventures (Group)

Accounting policies

Joint ventures are those entities over whose activities the Group has joint control, established by contractual agreement. The

consolidated financial statements include joint ventures initially at cost, subsequently increased or decreased by the Group’s

share of total gains and losses of joint ventures on an equity basis. Interest free joint venture investment loans are initially

recorded at fair value – the difference between the nominal amount and fair value being treated as an investment in the joint

venture. The implied discount is amortised over the contracted life of the investment loan.

The Directors consider that the agreements integral to its joint ventures result in the Group having joint control over the key

matters required to operate the joint ventures. A significant degree of judgement is exercised in this assessment due to the

complexity of the contractual arrangements.

USAF and LSAV are jointly owned entities that are accounted for as joint ventures. Due to the complexity of the contractual

arrangements and Unite Group’s role as manager of the joint venture vehicles, the assessment of joint control involves

judgements around a number of significant factors. These factors include how Unite Group as fund manager has the ability to

direct relevant activities such as acquisitions, disposals, capital expenditure for refurbishments and funding whether through

debt or equity. This assessment for USAF is complex because of the number of unit holders and how their rights are represented

through an Advisory Committee. For some of the activities it is not clear who has definitive control of the activities: in some

scenarios the Group can control, in others the Advisory Committee. However, for the activities which are considered to have

the greatest impact on the returns of USAF, acquisitions and equity financing, it has been determined that the Group and the

Advisory Committee have joint control in directing these activities and that on balance, it is appropriate to account for USAF as a

joint venture. The assessment for LSAV is more straightforward because the Group and GIC each own 50% of the joint venture

and there is therefore much clearer evidence that control over the key activities is shared by the two parties.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 3: Asset management continued

3.4 Investments in joint ventures (Group) continued

The Group has two joint ventures:

	Group’s share of
	assets/results				Legal entity in which
Joint venture	2023	(2022)	Objective	Partner	Group has interest
The UNITE UK Student	29.5% *		Operate student	Consortium of investors	UNITE UK Student
Accommodation Fund	(29.5%) *		accommodation		Accommodation Fund, a Jersey
(USAF)			throughout the UK		Unit Trust
London Student	50%		Operate student	GIC Real Estate Pte, Ltd	LSAV Unit Trust, a Jersey Unit
Accommodation	(50%)		accommodation	Real estate investment	Trust and LSAV (Holdings) Ltd,
Venture (LSAV)			in London and	vehicle of the Government	incorporated in Jersey
			Birmingham	of Singapore

* Part of the Group’s interest is held through a subsidiary, USAF (Feeder) Guernsey Limited, in which there is an external investor. A non-

controlling interest therefore occurs on consolidation of the Group’s results representing the external investor’s share of profits and assets

relating to its investment in USAF. The ordinary shareholders of Unite Group PLC are beneficially interested in 28.15% (2022: 28.15%) of USAF.

3.4a) Net assets and results of the joint ventures

The summarised balance sheets and results for the year, and the Group’s share of these joint ventures are as follows:

2023

		USAF		LSAV		Total
		£m		£m		£m
	Gross	MI	Share	Gross	Share	Gross	Share
Investment property *	2,940.8	38.7	827.8	1,909.4	954.7	4,850.2	1,821.2
Cash	64.7	0.9	18.2	43.0	21.5	107.7	40.6
Debt	(865.0)	(11.4)	(243.5)	(674.0)	(337.0)	(1,539.0)	(591.9)
Swap assets/(liabilities)	1.4	–	0.4	3.6	1.8	5.0	2.2
Other current assets	12.4	0.2	3.5	(2.8)	(1.4)	9.6	2.3
Other current liabilities	(92 .1)	(1.2)	(25.8)	(56.6)	(28.4)	(148.7)	(55.4)
Net assets	2,062.2	27. 2	580.6	1,222.6	611.2	3,284.8	1,219.0
Non-controlling interest	–	(27.2)	–	–	–	–	(27.2)
Swap (liabilities)/assets	(1.4)	–	(0.4)	(3.6)	(1.7)	(5.0)	(2.1)
EPRA NTA	2,060.8	–	580.2	1,219.0	609.5	3,279.8	1,189.7
Profit for the year	104.9	1.2	31.2	(10.8)	(5.4)	94.1	27.0

* Investment property includes assets classified as held for sale in the IFRS balance sheet .

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3.4 Investments in joint ventures (Group) continued

		3.4a) Net assets and results of the joint ventures continued
2022
		USAF		LSAV		Total
		£m		£m		£m
	Gross	MI	Share	Gross	Share	Gross	Share
Investment property	2,888.1	38.0	813.0	1,920.8	960.4	4,808.9	1, 811.4
Cash	126.5	1.7	35.6	131.2	65.6	257.7	102.9
Debt	(851.9)	(11.2)	(239.8)	(770.4)	(385.2)	(1,622.3)	(636.2)
Swap assets/(liabilities)	3.2	–	0.9	6.6	3.3	9.8	4.2
Other current assets	126.5	1.7	35.6	16.4	8.2	142.9	45.5
Other current liabilities	(245.8)	(3.4)	(69.2)	(57. 2)	(28.6)	(303.0)	(101.2)
Net assets	2,046.6	26.8	576.1	1,247.4	623.7	3,294.0	1,226.6
Non-controlling interest	–	(26.8)	–	–	–	–	(26.8)
Swap (liabilities)/assets	(3.2)	–	(0.9)	(6.6)	(3.3)	(9.8)	(4.2)
EPRA NTA	2,043.4	–	575.2	1,240.8	620.4	3,284.2	1,195.6
Profit for the year	124.2	1.3	26.1	106.0	53.0	230.2	80.4

Net assets and profit/(loss) for the year above include the non-controlling interest, whereas EPRA NTA excludes the non-

controlling interest.

USAF and LSAV use derivatives to hedge their borrowings. These derivatives are designated in cash flow hedge relationships

which are considered to be fully effective. The share of joint venture mark to market movements on hedging instruments is

recognised in the Group’s Other Comprehensive Income within the share of joint venture mark to market movements on hedging

instruments. The total notional value of borrowings in hedge relationships at 31 December 2023 is £415.0 million (2022: £415.0

million). See note 4.5 for further details.

3.4b) Movement in carrying value of the Group’s investments in joint ventures

The carrying value of the Group’s investment in joint ventures decreased by £7.6 million during the year ended 31 December 2023

(2022: £182.5 million increase), resulting in an overall carrying value of £1,219.0 million (2022: £1,226.6 million).

The following table shows how the decrease has arisen:

	2023		2022
	£m		£m
Recognised in the income statement:
Operations segment result	47.4		44.5
Non-controlling interest share of Operations segment result	1.3		1.3
Management fee adjustment related to trading with joint venture	4.5		4.0
Net valuation (losses)/ gains on investment property	(21.9)		32.3
Property disposals *	(3.5)		(0.9)
Ineffective swap	(0.4)		(0.4)
Other	(0.4)		(0.4)
	27.0		80.4
Recognised in equity:
Movement in effective hedges (loss)/gain	(2 .1)		4.7
Other adjustments to the carrying value:
Profit adjustment related to trading with joint venture	(4.5)		(4.0)
Additional capital invested in USAF	–		140.9
USAF distributions received	(22.6)		(19.8)
LSAV distributions received	(5.4)		(19.7)
(Decrease)/increase in carrying value	(7.6)		182.5
Carrying value at 1 January	1,226.6	1,04	4.1
Carrying value at 31 December	1,219.0		1,226.6

* Property disposals includes costs to sell relating to assets held for sale of £3.7 million .

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Section 3: Asset management continued

3.4 Investments in joint ventures (Group) continued

3.4c) Transactions with joint ventures

The Group acts as asset and property manager for the joint ventures and receives management fees in relation to these services.

In addition, the Group is entitled to performance fees from USAF and LSAV if the joint ventures outperform certain benchmarks.

The Group receives either cash or an enhanced equity interest in the joint ventures as consideration for the performance fee. The

Group has recognised the following gross fees in its results for the year.

	2023	2022
	£m	£m
USAF	16.6	16.6
LSAV	4.8	4.8
Asset and property management fees	21.4	21.4
Total fees	21.4	21.4

On an EPRA basis, fees from joint ventures are shown net of the Group’s share of the cost to the joint ventures.

The Group’s share of the management fees to the joint ventures is £4.5 million (2022: £4.0 million), which results in management

fees from joint ventures of £16.9 million being shown in the Operating segment result in note 2.2a (2022: £17.4 million).

During 2023, the Group did not sell any properties to LSAV or USAF (2022: no properties sold to LSAV or USAF).

3.5 Investments in subsidiaries (Company)

Accounting policies

In the financial statements of the Company, investments in subsidiaries are held at fair value. Changes in fair value are

recognised in profit or loss and presented in retained earnings in equity.

Carrying value of investment in subsidiaries

The movements in the Company’s interest in unlisted subsidiaries and joint ventures during the year are as follows:

		Investment in subsidiaries
	2023	2022
	£m	£m
At 1 January	2, 397.0	2,143.5
Revaluation	53.8	253.5
At 31 December	2,450.8	2, 397.0

The carrying value of investment in subsidiaries has been calculated using the equity attributable to the owners of the Company

from the consolidated balance sheet adjusted for the fair value of fixed rate loans. This includes investment property, investment

property under development and swaps at a fair value calculated by a third-party expert. All investment properties and investment

properties under development are classified as Level 3 in the IFRS 13 fair value hierarchy are discussed on page 210. The fixed rate

loans range between Level 1 and Level 2 in the IFRS 13 fair value hierarchy are discussed further on page 210.

Significant assumptions underlying the valuation of investment in subsidiaries are valuation of investment property and

investment property under development, together with the value of borrowings and inter-company debt. A full list of the

Company’s subsidiaries and joint ventures can be found in note 9.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 4: Funding

The Group finances its development and investment activities through a mixture of retained earnings,

borrowingsand equity. The Group continuously monitors its financing arrangements to manage its gearing.

Interest rate swaps are used to manage the Group’s risk to fluctuations in interest rate movements.

The following pages provide disclosures about the Group’s funding position, including borrowings, gearing and

hedging instruments; its exposure to market risks; and its capital management policies.

Accounting policies

Financial instruments

Financial assets and financial liabilities are recognised in the Group’s balance sheet when the Group becomes a party to the

contractual provisions of the instrument.

Financial assets and financial liabilities are initially measured at fair value, less any attributable transaction costs,

and subsequently at amortised cost.

With the exception of investments in subsidiaries and derivative financial instruments, no other financial assets or liabilities

have been classified as either fair value through profit or loss or fair value through other comprehensive income.

The accounting policies applicable to specific financial assets and liabilities, and financing costs, are set out in the relevant notes.

Impairment of financial assets

The Group recognises a loss allowance for expected credit losses on trade receivables.

The Accounting Policy is set out in full in note 5.2.

Derivative financial instruments

The Group enters into derivative financial instruments to manage its exposure to interest rate risk. Further details of derivative

financial instruments, including the relevant accounting policies, are disclosed in notes 4.2 and 4.5.

4.1 Borrowings

Accounting policies

Interest bearing borrowings are recognised initially at fair value, less attributable transaction costs. Subsequent to initial

recognition, interest bearing borrowings are stated at amortised cost with any difference between cost and redemption

value being recognised in the income statement over the period of the borrowings on an effective interest basis.

The table below analyses the Group’s borrowings which comprise bank and other loans by when they fall due for payment:

		Group – Carrying value		Company – Carrying value
	2023	2022	2023	2022
	£m	£m	£m	£m
Current
In one year or less	299.4	–	–	–
Non-current
In more than one year but not more than two years	–	298.7	–	–
In more than two years but not more than five years	320.7	228.0	45.7	228.0
In more than five years	447.6	721.1	423.0	421.6
	1,067.6	1, 247.8	468.7	649.6
Unamortised fair value of debt recognised on acquisition	14.0	18.1	–	–
Total borrowings	1,081.6	1,265.9	468.7	649.6

In addition to the borrowings currently drawn as shown above, the Group has available undrawn facilities of £550.0 million

(2022: £368.0 million). A further overdraft facility of £10.0 million (2022: £10.0 million) is also available.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 4: Funding continued

4.1 Borrowings continued

The carrying value and fair value of the Group’s borrowings is analysed below:

	2023		2022
	Carrying		Carrying
	value	Fair value	value	Fair value
Group	£m	£m	£m	£m
Level 1 IFRS fair value hierarchy	875.0	852.3	875.0	759.3
Other loans and unamortised arrangement fees	192.6	180.3	372.8	333.8
Total borrowings	1,067.6	1,032.6	1,247.8	1,0 93.1

	2023		2022
	Carrying		Carrying
	value	Fair value	value	Fair value
Company	£m	£m	£m	£m
Level 1 IFRS fair value hierarchy	275.0	268.4	275.0	344.5
Other loans and unamortised arrangement fees	193.7	180.3	374.6	333.8
Total borrowings	468.7	448.7	649.6	678.3

The fair value of loans classified as Level 1 in the IFRS fair value hierarchy is determined using quoted prices in active markets for

identical liabilities.

The following table shows the changes in liabilities arising from financing activities:

2023

	At 1				At 31
	January	Financing	Fair value	Other	December
Group	2023	cash flows	adjustments	changes	2023
Borrowings	1,265.9	(182.5)	(4.3)	2.5	1,081.6
Lease liabilities	92.3	(8.5)	–	–	83.8
Interest rate swaps	(73.2)	–	17.2	–	(56.0)
Total liabilities from financing activities	1,285.0	(191.0)	12.9	2.5	1,109.4
Company
Borrowings	649.6	(182.5)	0.8	0.8	468.7
Interest rate swaps	(73.2)	–	17.2	–	(56.0)
Total liabilities from financing activities	576.4	(182.5)	18.0	0.8	412.7

2022

	At 1				At 31
	January	Financing	Fair value	Other	December
Group	2022	cash flows	adjustments	changes	2022
Borrowings	1,162.0	107.0	(4.3)	1.2	1,265.9
Lease liabilities	96.8	(4.8)	–	0.3	92.3
Interest rate swaps	(2.5)	–	(70.7)	–	(73.2)
Total liabilities from financing activities	1,256.3	102.2	(75.0)	1.5	1,285.0
Company
Borrowings	542.2	107.0	0.4	–	649.6
Interest rate swaps	(2.5)	–	(70.7)	–	(73.2)
Total liabilities from financing activities	539.7	107.0	(70.3)	–	576.4

NOTES TO THE FINANCIAL STATEMENTS continued

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4.2 Interest rate swaps

The Group uses interest rate swaps to manage the Group’s exposure to interest rate fluctuations. In accordance with the Group’s

Treasury Policy, the Group does not hold or issue interest rate swaps for trading purposes and only holds swaps which are

considered to be commercially effective. The derivatives of the Company are the same as those of the Group, and the hedge

accounting disclosures in note 4.5a are also relevant for the Company.

Accounting policies

Interest rate swaps are recognised initially and subsequently at fair value, with mark to market movements recognised in the

income statement unless cash flow hedge accounting is applied.

The Group designates certain interest rate derivatives as hedging instruments. The interest rate swap is designated as the

hedging instrument in a hedge of the variability in cash flows attributable to the interest risk of borrowings. At inception the

Group documents the relationship between the hedging instrument and the hedged item, along with the risk management

objectives and its strategy for undertaking various hedge transactions.

Furthermore, at the inception of the hedge and on an ongoing basis, the Group documents whether the hedging instrument is

effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk, which is when the

hedging relationships meet all of the following hedge effectiveness requirements:

• There is an economic relationship between the hedged item and the hedging instrument.

• The effect of credit risk does not dominate the value changes that result from that economic relationship.

• The hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the

Group actually hedges and the quantity of the hedging instrument that the Group actually uses to hedge that quantity

of hedged item.

The effective portion of changes in fair value of the interest rate swap is recognised in Other Comprehensive Income and

presented under the heading of Hedging reserve in equity, limited to the cumulative change in fair value of the hedged

item from inception of the hedge. Any ineffective portion of changes in the fair value of the interest rate swap is recognised

immediately in profit or loss. Amounts previously recognised in other comprehensive income and accumulated in equity are

reclassified to profit or loss in the periods when the hedged item affects profit or loss, in the same line as the recognised

hedged item. If the Group expects that some or all of the loss accumulated in the hedging reserve will not be recovered in

the future, that amount is immediately reclassified to profit or loss.

The Group discontinues hedge accounting only when the hedging relationship (or a part thereof) ceases to meet the qualifying

criteria. This includes instances when the hedging instrument expires or is sold, terminated or exercised. The discontinuation

is accounted for prospectively. Any gain or loss recognised in Other Comprehensive Income and accumulated in the hedging

reserve at that time remains in equity and is reclassified to profit or loss when the forecast transaction occurs. When a

forecast transaction is no longer expected to occur, the gain or loss accumulated in the hedging reserve is reclassified

immediately to profit or loss.

The fair value of interest rate swaps is the estimated amount that the Group would receive or pay to terminate the swap at the

balance sheet date, taking into account current interest rates and the current creditworthiness of the swap counterparties.

The following table shows the fair value of interest rate swaps which at 31 December 2023 are not designated in accounting

hedge relationships:

	2023	2022
	£m	£m
Current	–	–
Non-current	(56.0)	(73.2)
Fair value of interest rate swaps	(56.0)	(73.2)

The fair value of interest rate swaps has been calculated by a third-party, discounting estimated future cash flows on the basis of

market expectations of future interest rates, representing Level 2 in the IFRS 13 fair value hierarchy. At 31 December 2023 the fair

value above comprises non-current assets of £56.0 million (2022: non-current assets of £73.2 million).

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 4: Funding continued

4.3 Net financing costs/(gains)

Accounting policies

Net financing costs comprise interest payable on borrowings and interest on lease liabilities, less interest receivable on funds

invested (both calculated using the effective interest rate method) and gains and losses on hedging instruments that are

recognised in the income statement.

	2023	2022
Recognised in the income statement:	£m	£m
Interest income	(1.3)	(0.2)
Finance income	(1.3)	(0.2)
Gross interest expense on loans	32.5	39.5
Amortisation of fair value of debt recognised on acquisition	(4.3)	(4.3)
Interest capitalised	(8.4)	(5.9)
Loan interest and similar charges	19.8	29.3
Interest on lease liabilities	7.7	8.1
Mark to market loss/(gain) on interest rate swaps	17.2	(70.7)
Finance costs/(gains)	44.7	(33.3)
Net financing costs/(gains)	43.4	(33.5)

The average cost of the Group’s wholly-owned debt at 31 December 2023 is 2.7% (2022: 3.3%). The overall average cost of debt

on an EPRA basis is 3.2% (2022: 3.4%).

4.4 Gearing

LTV is a key indicator that the Group uses to manage its indebtedness. The Group also monitors gearing, which is calculated using

EPRA net tangible assets (NTA) and adjusted net debt. Adjusted net debt excludes IFRS 16 lease liabilities, the unamortised fair

value of debt recognised on acquisition and mark to market of interest rate swaps as shown below.

The Group’s gearing ratios are calculated as follows:

		2023	2022
	Note	£m	£m
Cash and cash equivalents	5.1	37.5	38.0
Current borrowings	4.1	(299.4)	–
Non-current borrowings	4.1	(782.2)	(1,265.9)
Lease liabilities	4.6a	(83.8)	(92.3)
Interest rate swaps	4.3	56.0	73.2
Net debt per balance sheet		(1,071.9)	(1,247.0)
Lease liabilities	4.6a	83.8	92.3
Unamortised fair value of debt recognised on acquisition	2.3c	15.2	19.5
Adjusted net debt		(972.9)	(1,135.2)
Reported net asset value	2.3c	4,067.0	3 ,787.5
EPRA NTA	2.3c	4,014.7	3,716.7
Gearing
Basic (net debt/reported net asset value)		26%	33%
Adjusted gearing (adjusted net debt/EPRA NTA)		24%	31%
Loan to value	2.3a	28%	31%

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

4.5 Financial risk factors

The Group’s activities expose it to a variety of financial risks: market risks (primarily interest rate risk), credit risk and liquidity risk.

The Group’s Treasury Policy focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects

on the Group’s financial performance. Details on credit risk can be found in note 5.3.

4.5a) Interest rate risk

The Group is exposed to interest rate risk because entities in the Group borrow funds at both fixed and floating interest rates.

The risk is managed by the Group by maintaining an appropriate mix between fixed and floating rate borrowings, and by the use

of interest rate swap contracts and forward interest rate contracts. Hedging activities are evaluated regularly to align with interest

rate views and defined risk appetite; ensuring the most cost-effective hedging strategies are applied.

The Group’s exposures to interest rates on financial assets and financial liabilities are detailed in the liquidity risk management

section of this note.

The Group holds its debt finance under both floating and fixed rate arrangements. The majority of floating debt is hedged through

the use of interest rate swap agreements. The Group’s guideline has been to hedge 75%–95% of the Group’s interest rate

exposure for terms of approximately two to ten years.

At 31 December 2023, after taking account of interest rate swaps, 114% (2022: 97%) of the Group’s borrowing was held at fixed

rates, driven by lower borrowings as a result of the capital raise in July 2023. Excluding the £200 million (2022: £200 million) of

swaps the fixed investment borrowing is at an average rate of 3.1% (2022: 3.1%) for an average period of 4.4 years (2022: 5.3

years), including all debt with current swaps the average rate is 2.7% (2022: 3.3%). Unite Group PLC has £300 million forward

starting interest rate swaps at rates meaningfully below prevailing market levels with weighted average maturity of 7.7 years.

Under interest rate swap contracts, the Group agrees to exchange the difference between fixed and floating rate interest amounts

calculated on agreed notional principal amounts. Such contracts enable the Group to mitigate the risk of changing interest rates

upon the issuance of forecast fixed rate debt held and the cash flow exposures on the issued variable rate debt held. The fair value

of interest rate swaps at the reporting date is determined by discounting the future cash flows using the curves at the reporting date

and is disclosed below. The average interest rate is based on the outstanding balances at the end of the financial year.

As the critical terms of the hedge contracts and their corresponding hedged items are the same, the Group performs a qualitative

assessment of effectiveness and it is expected that the value of the interest rate swap contracts and the value of the corresponding

hedged items will systematically change in opposite direction in response to movements in the underlying interest rates. The main

source of hedge ineffectiveness in these hedge relationships has historically been the effect of the counterparty and the Group’s

own credit risk on the fair value of the hedge contracts, which is not reflected in the fair value of the hedged item attributable to

the change in interest rates. No other sources of ineffectiveness emerged from these hedging relationships. However, changes in

anticipated draw down of debt in 2022 as a result of planned property disposals have meant that the hedged items were no longer

expected to occur. As a result the hedge relationships were discontinued from 1 July 2021 and the interest rate swaps are no longer

designated as ‘effective’.

The fair value of these instruments is assets of £56.0 million (2022: £73.2 million) with £nil maturing in 12 months (2022: £nil).

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 4: Funding continued

4.5 Financial risk factors continued

4.5a) Interest rate risk continued

The interest rate swaps settle on a monthly basis. The floating rate on the interest rate swaps is one-month SONIA

(2022: one-month SONIA). The Group will settle the difference between the fixed and floating interest rate on a net basis.

At the end of the current year and the previous year, the Group had no cash flow hedges in hedge relationships.

The sensitivity analyses below have been determined based on the exposure to interest rates for both derivative and

non-derivative instruments as at 31 December 2023. For floating rate liabilities, the analysis is prepared assuming the amount of

liability outstanding at the reporting date was outstanding for the whole year. A 1% increase or decrease is used when reporting

interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible

change in interest rates.

If interest rates had been 1% higher and all other variables were held constant the Group’s profit for the year ended

31 December 2023 would decrease by £1.7 million (2022: £1.4 million). The Group’s sensitivity to interest rates has remained

reasonably consistent year-on-year.

4.5b) Credit risk on financial instruments

In order to minimise credit risk, the Group has adopted a policy of only dealing with creditworthy counterparties and obtaining

sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. The Group only transacts

with entities that are rated the equivalent of investment grade and investments in these instruments, where the counterparties

have minimum A- credit rating, are considered to have low credit risk for the purpose of impairment assessment. The credit rating

information is supplied by independent rating agencies where available and, if not available, the Group uses other publicly available

financial information including CDS prices and its own trading records to rate its major customers. The Group’s exposure and

the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread

amongst approved counterparties in line with Board Policy.

Before accepting any new customer, the finance team uses external credit ratings to assess the potential customer’s credit quality

and defines credit limits by customer. Monitoring procedures are also in place to ensure that follow-up action is taken when ratings

deteriorate. The Group does not hold any credit enhancements to cover its credit risks associated with its financial assets.

The Group considers the following as constituting an event of default for internal credit risk management purposes as historical

experience indicates that financial assets that meet either of the following criteria are generally not recoverable;

• When there is a breach of financial covenants by the debtor.

• Information developed internally or obtained from external sources indicates that the debtor is unlikely to pay its creditors,

including the Group, in full (without taking into account collateral held by the Group).

Details of the credit quality of the Group’s financial assets as well as the Group’s maximum exposure to credit risk by credit risk

rating grades are set out in note 5.3.

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

4.5 Financial risk factors continued

4.5c) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has established an appropriate

liquidity risk management framework for the management of the Group’s short, medium and long-term funding and liquidity

management requirements. The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve

borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial

assets and liabilities. Details of additional undrawn facilities that the Group has at its disposal to further reduce liquidity risk are

set out below.

For development activities, the Group has a policy of raising substantially the full amount of equity required for each

development before drawing debt against the development. The funding requirements of developments are therefore

secured at the outset of works.

The Group has the following financial instruments which impact the liquidity risk of the Group either now or in the future:

• Financial assets including interest rate swaps, trade receivables, amounts due from joint ventures, other receivables and cash.

• Financial liabilities including borrowings, lease liabilities, interest rates swaps, trade payables, retentions on construction

contracts for properties, other payables and accrued expenses.

The following tables detail the Group’s remaining contractual maturity for its non-derivative financial liabilities with agreed

repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on

the earliest date on which the Group can be required to pay.

The contractual maturity is based on the earliest date on which the Group may be required to pay.

2023

	Weighted
	average
	effective
	interest	Less than	1–3	3 months	1–5	5+		Carrying
	rate	1 month	months	– 1 year	years	years	Total	amount
	%	£m	£m	£m	£m	£m	£m	£m
Variable interest rate	7.0%	0.3	0.6	2.6	57.9	–	61.5	46.5
instruments
Fixed interest rate instruments	3.1%	1.1	2.2	28.8	399.4	766.2	1,197.7	1,036.9
Lease liabilities	4.2%	1.1	2.3	10.2	54.5	66.8	134.9	83.8
Trade and other payables	N/A	–	134.0	–	–	–	134.0	134.3
Total		2.5	139.1	41.6	511.8	833.0	2,361.1	1,302.2

2022

	Weighted
	average
	effective
	interest	Less than	1–3	3 months	1–5	5+		Carrying
	rate	1 month	months	– 1 year	years	years	Total	amount
	%	£m	£m	£m	£m	£m	£m	£m
Variable interest rate	5.0	1.0	1.9	8.7	258.2	–	269.9	228.0
instruments
Fixed interest rate instruments	3.1	1.1	2.2	28.8	399.4	766.2	1,197.7	1,037.9
Lease liabilities	4.2	0.5	0.9	4.2	28.3	58.8	92.7	92.3
Trade and other payables	N/A	–	118. 2	–	–	–	118.2	118.2
Total		2.6	123.2	41.7	685.9	825.0	1,678.5	1,476.4

The Company has £61.5 million (2022: £ 269.9 million) of variable rate borrowings with a weighted average rate of 7.0% and

£1,197.7 million of fixed rate borrowings with a weighted average rate of 3.1% (2022: 3.1%). The maturity of the Company’s

borrowings is disclosed in note 4.1.

The Group has access to financing facilities as described below, of which £560.0 million were unused at the reporting date (2022:

£378.0 million). The Group expects to meet its other obligations from operating cash flows.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 4: Funding continued

4.5 Financial risk factors continued

4.5c) Liquidity risk continued

	2023	2022
	£m	£m
Unsecured bank overdraft facility, reviewed annually and payable at call:
– amount used	–	–
– amount unused	10.0	10.0
	10.0	10.0
Unsecured committed bank loan facilities which may be extended by mutual agreement:
– amount used	50.0	232.0
– amount unused	550.0	368.0
	600.0	600.0

4.5d) Covenant compliance

The Group monitors its covenant position and the forecast headroom available on a monthly basis. At 31 December 2023,

the Group was in full compliance with all of its borrowing covenants.

The Group’s unsecured borrowings carry several covenants. The covenant regime is IFRS based and gives the Group substantial

operational flexibility, allowing property acquisitions, disposals and developments to occur with relative freedom.

	2023		2022
	Covenant	Actual	Covenant	Actual
Gearing	<1.50	0.27	<1.50	0.34
Unencumbered assets ratio	>1.70	3.71	>1.70	3.12
Secured gearing	<0.25	0.0	<0.25	0.0
Development assets ratio	<30%	3%	<30%	4%
Joint venture ratio	<55%	23%	<55%	24%
Interest cover	>2.00	8.23	>2.00	6.71

The Group also has bonds which carry several covenants which the Group was also in full compliance with as set out below.

	2023		2022
	Weighted	Weighted	Weighted	Weighted
	covenant	actual	covenant	actual
Net gearing	<60%	28%	<60%	34%
Secured gearing	<25%	0%	<25%	0%
Unsecured gearing	>1.67	3.54	>1.67	2.89
Interest cover	>1.75	4.66	>1.75	3.50

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

4.6 Leases

4.6a) Lease liabilities

Accounting policies

The Group assesses whether a contract is or contains a lease, at inception of the contract. The Group recognises a right-of-use

asset (see note 3.1a) and a corresponding lease liability with respect to all lease arrangements in which it is the lessee.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement

date, discounted by using the Group’s incremental borrowing rate (since the rate implicit in the leases cannot be readily

determined) of 4.17%.

The lease liability is presented as a separate line in the consolidated balance sheet.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using

the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The Group remeasures the lease liability whenever:

• The lease term has changed, in which case the lease liability is remeasured by discounting the revised lease payments using

a revised discount rate.

• The lease payments change due to changes in an index, in which cases the lease liability is remeasured by discounting

the revised lease payments using an unchanged discount rate (unless the lease payments change is due to a change in a

floating interest rate, in which case a revised discount rate is used).

• A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease

liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a

revised discount rate at the effective date of the modification.

The Group did not make any such adjustments during the period presented.

		Undiscounted cash flows	Carrying value
	2023	2022	2023	2022
Lease liabilities	£m	£m	£m	£m
Analysed as:
Non-current	121.3	129.0	78.4	87. 5
Current	13.6	10.5	5.4	4.8
Total lease liability	134.9	139.5	83.8	92.3
Lease liability maturity analysis
Year 1	13.6	10.5	5.4	4.8
Year 2	13.5	10.9	7.4	6.7
Year 3	13.7	11.8	7.9	6.7
Year 4	13.5	12.4	8.8	7.4
Year 5	13.8	13.3	8.8	7.9
Onwards	66.8	80.6	45.5	58.8
Total	134.9	139.5	83.8	92.3

The Group does not face a significant liquidity risk with regard to its lease liabilities. Lease liabilities are monitored within the

Group’s treasury function.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 4: Funding continued

4.6 Leases continued

4.6b) Lease receivables

The Group accounts for its tenancy contracts offered to commercial and individual tenants as operating leases.

Operating lease contracts with universities contain RPI uplifts and market review clauses.

The lessee does not have an option to purchase the property at the expiry of the lease period.

Maturity analysis of operating lease receivables

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

	2023	2022
	£m	£m
Year 1	236.8	218.7
Year 2	129.5	112.8
Year 3	83.8	73.8
Year 4	71.9	66.8
Year 5	60.4	58.5
Onwards	273.6	311.0
Total	856.0	841.6

4.7 Capital management

The capital structure of the Group consists of shareholders’ equity and adjusted net debt, including cash held on deposit. The

Group’s equity is analysed into its various components in the Statement of Changes in Equity. The components and calculation

of adjusted net debt is set out in note 4.4. Capital is managed so as to continue as a going concern and to promote the long-term

success of the business and to maintain sustainable returns for shareholders and joint venture partners.

The Group uses a number of key metrics to manage its capital structure:

• Net debt (note 4.4)

• Gearing (note 4.4)

• LTV (note 2.3a)

• Weighted average cost of investment debt (note 4.5a)

In order to manage levels of adjusted gearing over the medium term, the Group seeks to deliver NAV growth and to recycle

capital invested in lower performing assets to fund new investment. No property assets were sold in 2023. We plan to complete

the sale of a £197 million portfolio of assets (£79 million Unite share) in the first half of 2024. The Group only commits to development

schemes where there is a meaningful spread between development yields and funding costs. The Group does not commit to

developing new sites until sufficient equity and funding to fulfil the full cost of the development is secured.

The Board monitors the ability of the Group to pay dividends out of available cash and distributable profits. Based on the assumption

that no shareholders take up the final scrip dividend, the full year will be covered by operating cash flows. The full year dividend

is expected to be £146.8 million compared to operating cash flow of £153.2 million.

NOTES TO THE FINANCIAL STATEMENTS continued

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4.8 Equity

Accounting policies

Ordinary shares are classified as equity. External costs directly attributable to the issue of new shares, other than on a

business combination, are shown as a deduction, net of tax, in equity from the proceeds. Share issue costs incurred directly

in connection with a business combination are deducted from the proceeds of the issue.

The Company’s issued share capital has increased during the year as follows:

			2023			2022
			Ordinary	Share		Ordinary	Share
Called up, allotted and fully paid		No. of	shares	premium	No. of	shares	premium
ordinary shares of £0.25p each		shares	£m	£m	shares	£m	£m
At 1 January		400,317,225	100.1	2 ,162.0	399,139,636	99.8	2,161.2
Shares issued (capital raise)		33,149,172	8.6	286.3	–	–	–
Shares issued (scrip dividend)		2,232,001	0.6	(0.6)	865,069	0.2	(0.2)
Shares issued (options exercised)	156,14	4	0.1	(0.1)	312,520	0.1	1.0
At 31 December		435,854,542	109.4	2 ,447.6	400,317,225	100.1	2,162.0

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per

share at meetings of the Company. All shares rank equally with regard to the Company’s residual assets.

The Company’s reserves are as follows:

• Called up share capital reserves contain the nominal value of the shares issued.

• Share premium reserves contain the excess consideration received above the nominal value of the shares issued.

• Merger reserves contain the excess in the value of shares issued by the Company in exchange for the value of shares acquired

in respect of subsidiaries acquired (specifically on the acquisition of the Unilodge portfolio in June 2001).

• Hedging reserves contain the cumulative gains and losses on hedging instruments deemed effective.

• Retained earnings contain the cumulative profits and losses of the Company net of dividends paid and other adjustments.

4.9 Dividends

Accounting policies

Dividends are recognised through equity on the earlier of their approval by the Company’s shareholders or their payment.

During the year, the Company paid the final 2022 dividend of £65.9 million – 21.7p per share – and an interim 2023 dividend of

£51.4 million – 11.8p per share (2022: final 2021 dividend 15.6p and an interim dividend 11.0p).

After the year-end, the Directors proposed a final dividend per share of 23.6p (2022: 21.7p), bringing the total dividend per share

for the year to 35.4p (2022: 32.7p). No provision has been made in relation to this dividend.

The Group has modelled tax adjusted property business profits for 2023 and 2024 and the PID requirement in respect of the year

ended 31 December 2023 is expected to be satisfied by the end of 2024.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 5: Working capital

This section focuses on how the Group generates its operating cash flows. Careful management of working capital is

vital to ensure that the Group can meet its trading and financing obligations within its ordinary operating cycle.

On the following pages you will find disclosures around the Group’s cash position and how cash is generated from

the Group’s trading activities, and disclosures around trade receivables and payables.

Accounting policies

Cash and cash equivalents comprise cash balances and call deposits. Cash equivalents are short-term, highly liquid investments

that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as

a component of cash and cash equivalents for the purpose of the statement of cash flows.

5.1 Cash and cash equivalents

The Group’s cash position at 31 December 2023 was £37.5 million (2022: £38.0 million).

The Group’s cash balances include £1.1 million (2022: £1.1 million) whose use at the balance sheet date is restricted by funding

agreements to pay operating costs.

The Group generates cash from its operating activities as follows:

		Group
		2023	2022
	Note	£m	£m
Profit for the year		103.6	351.8
Adjustments for:
Depreciation and amortisation		6.3	7.8
Fair value of share-based payments	6.1	3.4	1.6
Change in value of investment property (owned and underdevelopment)	3.1	37.2	(112.7 )
Change in value of investment property (leased)	3.1	10.4	9.3
Net finance costs	4.3	18.5	29.1
Interest payments for leased assets	4.3	7.7	8.1
Mark to market changes in interest rate swaps	4.3	17.2	(70.7)
(Gain)/loss on disposal of investment property (owned)		(11.8)	15.6
Share of joint venture profit	3.4b	(27.0)	(80.4)
Trading with joint venture adjustment		4.5	4.0
Tax (credit)/charge	2.5a	(1.1)	1.6
Cash flows from operating activities before changes in working capital		168.9	163.6
(Increase)/decrease in trade and other receivables		(24.8)	3.6
Increase in inventories		(13.5)	(1.0)
Increase/(decrease) in trade and other payables		24.4	(10.7)
Cash flows from operating activities		155.0	155.5
Tax paid		(1.8)	(1.4)
Net cash flows from operating activities		153.2	15 4.1

Cash flows consist of the following segmental cash inflows/(outflows): Operations £178.0 million (2022: £134.1 million), Property

(£354.0 million) (2022: £29.6 million) and Unallocated £175.5 million (2022: £235.1 million).

The Unallocated amount includes a net cash outflow of dividends paid of £117.3 million (2022: £96.4 million) and a cash inflow of

£295.0 million (net of fees) as a result of the capital raise in July 2023.

Dividends received by the Company from its subsidiary undertakings totalling £80.0 million (2022: £130.0 million) are

non-cash distributions of reserves.

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

5.2 Trade and other receivables

Accounting policies

On the basis that trade receivables meet the business model and cash flow characteristics tests, they are initially recognised at

transaction price and then subsequently measured at amortised cost.

The Group applies the IFRS 9 simplified model of recognising lifetime expected credit losses for all trade receivables as these

items do not have a significant financing component.

In measuring the expected credit losses, the trade receivables have been assessed on a collective basis as they possess shared

credit risk characteristics. They have been grouped based on the days past due and also according to whether the tenant is a

commercial organisation (including universities) or an individual student.

The expected loss rates are based on the payment profile for sales by academic year as well as the corresponding historical

credit losses during the period. The historical rates are adjusted to reflect any current and forward-looking macroeconomic

factors affecting the customer’s ability to settle the amount outstanding, however given the short period exposed to credit

risk, the impact of macroeconomic factors has not been considered significant within the reporting period.

Trade receivables are written off (i.e. derecognised) when there is no reasonable expectation of recovery. Failure to make

payments within a reasonable period from the invoice date and failure to engage with the Group on alternative payment

arrangements, amongst others, are considered indicators of no reasonable expectation of recovery.

Other financial asset balances are assessed for expected credit losses based on the underlying nature of the asset, including

maturity and age of the asset such as whether a longer-term asset or a short-term working capital balance is subject to regular

settlement arrangements, using the 12-month ECL model. No credit losses have been recognised in respect of these balances.

Financial assets written off may still be subject to enforcement activities under the Group’s recovery procedures, taking into

account legal advice where appropriate. Any recoveries made are recognised in profit or loss.

The Company’s impairment policies in relation to financial assets are consistent with those of the Group, with additional

consideration given to loans to Group undertakings. In this respect, the Company recognises lifetime ECL when there has been

a significant increase in credit risk (such as changes to credit ratings) since initial recognition. However, if the credit risk on the

loans have not increased significantly since initial recognition, the Company measures the loss allowance for that financial

instrument at an amount equal to 12-month ECL.

The Company expects that the loans to Group undertakings will be repaid in full at maturity or when called. If the Group

undertakings were unable to repay loan balances, the Company expects that in such circumstances the counterparty would

negotiate extended credit terms with the Company. As such, the expected credit loss is considered immaterial. No change

in credit risk is deemed to have occurred since initial recognition and therefore a 12-month expected credit loss has been

calculated based on the assessed probability of default.

Trade and other receivables can be analysed as follows:

		Group		Company
		2023	2022	2023	2022
	Note	£m	£m	£m	£m
Trade receivables		34.8	31.8	–	–
Amounts due from joint ventures		49.4	46.9	–	–
Prepayments and accrued income		14.8	20.6	–	–
Other receivables		33.8	5.9	–	0.1
Trade and other receivables (current)		132.8	105.2	–	0.1
Loans to Group undertakings (non-current)	5.6	–	–	2,130.0	2,076.9
Trade and other receivables (non-current)		–	–	2,130.0	2,076.9

The Group offers tenancy contracts to commercial (universities and retail unit tenants) and individual tenants based on the

academic year. The Group monitors and manages the recoverability of its receivables based on the academic year to which

the amounts relate. Rental income is payable immediately, therefore all receivables relating to tenants are past the payment

due date.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 5: Working capital continued

5.2 Trade and other receivables continued

We do not anticipate there to be any expected credit loss on amounts receivable from joint ventures as these remain highly

profitable. Details of amounts due from Group undertakings to the Company are disclosed in note 5.6.

2023

			Ageing by academic year
	Total	2023/24	2022/23	Prior years
	£m	£m	£m	£m
Rental debtors
Commercial tenants (past due)	1.8	0.6	0.5	0.7
Individual tenants (past due)	51.4	39.5	3.7	8.2
Expected credit loss carried	(18.4)	(5.3)	(4.2)	(8.9)
Trade receivables	34.8	34.8	–	–
2022			Ageing by academic year


	Total	2022/23	2021/22	Prior years
	£m	£m	£m	£m
Rental debtors
Commercial tenants (past due)	1.5	0.8	0.4	0.3
Individual tenants (past due)	45.9	33.9	2.8	9.2
Expected credit loss carried	(15.6)	(2.9)	(3.2)	(9.5)
Trade receivables	31.8	31.8	–	–

Movements in the Group’s expected credit losses of trade receivables can be shown as follows:

	2023	2022
	£m	£m
At 1 January	15.6	14.9
Expected credit loss charged to the income statement in the year	3.0	1.7
Receivables written off during the year (utilisation of expected credit loss)	(0.2)	(1.0)
At 31 December	18.4	15.6

The loss allowance for trade receivables is estimated as an amount equal to the lifetime expected credit loss (ECL). This loss has

been estimated using the Group’s history of loss for similar assets and takes into account current and forecast conditions.

The impact of credit losses is not considered significant in respect of the financial statements.

5.3 Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its

contractual obligations. It arises principally from the Group’s cash balances, the Group’s receivables from customers and joint

ventures and loans provided to the Group’s joint ventures.

At the year-end, the Group’s maximum exposure to credit risk was as follows:

		2023	2022
	Note	£m	£m
Cash	5.1	37.5	38.0
Trade receivables	5.2	34.8	31.8
Amounts due from joint ventures	5.2	49.4	46.9
		121.7	116.7

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

5.3a) Cash

The Group operates investment guidelines with respect to surplus cash. Counterparty limits for cash deposits are largely based

upon long-term ratings published by credit rating agencies and credit default swap rates. Deposits are placed with financial

institutions with A- or better credit ratings.

5.3b) Trade receivables

The Group’s customers can be split into two groups – (i) students (individuals) and (ii) commercial organisations including

universities. The Group’s exposure to credit risk is influenced by the characteristics of each customer.

5.3c) Joint ventures

Amounts receivable from joint ventures fall into two categories – working capital balances and investment loans. The Group has

strong working relationships with its joint venture partners, and the joint ventures themselves have strong financial performance,

retain net asset positions and are cash generative, and therefore the Group views this as a low credit risk balance. No impairment

has therefore been recognised in 2023 or 2022.

5.4 Trade and other payables

Accounting policies

Trade payables are initially recognised at the value of the invoice received from a supplier (fair value) and subsequently at

amortised cost. The carrying value of trade payables is considered approximate to fair value.

Group amounts are payable on demand.

Trade and other payables due within one year can be analysed as follows:

	Group		Company
	2023	2022	2023	2022
	£m	£m	£m	£m
Trade payables	42.3	33.2	–	–
Retentions on construction contracts for properties	6.3	5.4	–	–
Amounts due to Group undertakings	–	–	66.7	70.3
Other payables and accrued expenses	85.4	84.9	9.1	9.5
Deferred income	73.8	68.0	–	–
Trade and other payables	207.8	191.5	75.8	79.8

Deferred income relates to rental income that has been collected in advance of it being recognised as income.

Included within accrued expenses is £nil of capital commitments, relating to investment properties under development

(2022: £nil).

5.5 Provisions

Accounting policies

Provisions are recognised when the Group has a present obligation as a result of a past event, it is probable that the Group

will be required to settle that obligation, and a reliable estimate can be made of the amount of that obligation. Provisions are

measured at the Directors’ best estimate of the expenditure required to settle the obligation and are discounted to present

value where the effect is material.

During 2020, and in accordance with the Government’s Building Safety Advice of 20 January 2020, the Group undertook a thorough

review of the use of High-Pressure Laminate (‘HPL’) cladding on its properties. This identified 27 properties with HPL cladding that

needed replacing across the estate, due to legal or contractual obligations.

The Group continue to carry out replacement works for properties with HPL cladding and those where there is a legal obligation to do

so, with activity prioritised according to risk assessments, starting with those over 18 metres in height. The remaining cost of the works

is expected to be £42.3 million (Unite Group Share: £22.3 million), of which £5.2 million is in respect of wholly-owned properties. Whilst

the overall timetable for these works is uncertain, management anticipate this will be incurred over the next 12–24 months.

NOTES TO THE FINANCIAL STATEMENTS continued

2 23

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Section 5: Working capital continued

5.5 Provisions continued

The Government’s Building Safety Bill, covering building standards, was passed in April 2022 and has introduced more stringent fire

safety regulations. The Group will ensure it remains aligned to fire safety regulations as they evolve and continue to make any required

investment to ensure its buildings remain safe to occupy. The Group has provided for the costs of remedial work where there is a legal

obligation to do so.

The amounts provided reflect the current best estimate of the extent and future cost of the remedial works required and are

based on known costs and quotations where possible, and reflect the most likely outcome. However, these estimates may be

updated as work progresses or if Government legislation and regulation changes.

The regulations continue to evolve in this area and Unite will ensure that its buildings are safe for occupation and compliant with

laws and regulations.

The Group has transferred the 2023 addition in respect of committed spend on fire safety and façade works taking place in 2024/

2025 to property valuations, which is presented as a deduction to fair value, see note 3.

The Group has not recognised any assets in respect of future claims, but expect to recover 50–75% of remediation costs through

claims from contractors.

Management has performed a sensitivity analysis to assess the impact of a change in their estimate of total costs. A 20% increase

in the estimated remaining costs would affect net valuation gains/losses on property in the IFRS P&L and would reduce the

Group’s NTA by 1.0 pence on a Unite Group share basis. Whilst provisions are expected to be utilised within the next year, there is

uncertainty over this timing.

The Group has recognised provisions for the cost of these cladding works as follows:

		Gross					Unite Group Share
		£m					£m
	Wholly-				Wholly-
	owned	USAF	LSAV	Total	owned	USAF	LSAV	Total
At 31 December 2021	33.5	56.3	2.2	92.0	33.5	12.3	1.1	46.9
Additions	1.9	40.1	29.8	71.8	1.9	11.4	14.9	28.2
Utilisation	(5.9)	(40.8)	(3.8)	(50.5)	(5.9)	(11.5)	(1.9)	(19.4)
Changes to ownership %	–	–	–	–	–	3.5	–	3.5
At 31 December 2022	29.5	55.6	28.2	113.3	29.5	15.6	14.1	59.2
Releases	(3.6)	(3.3)	–	(6.9)	(3.6)	(0.9)	–	(4.5)
Additions	21.3	51.5	22.2	95.0	21.3	14.5	11.1	46.9
Utilisation	(21.8)	(49.7)	(6.9)	(78.4)	(21.8)	(14.0)	(3.5)	(39.3)
Transferred to valuations	(20.2)	(48.2)	(12.3)	(80.7)	(20.2)	(13.6)	(6.2)	(40.0)
At 31 December 2023	5.2	5.9	31.2	42.3	5.2	1.6	15.5	22.3

5.6 Transactions with other Group companies

During the year, the Company entered into various interest-free, repayable on demand loans with its subsidiaries, the aggregate

of which are disclosed in the cash flow statement. In addition, the Company was charged by Unite Integrated Solutions plc for

corporate costs of £4.8 million (2022: £4.5 million). As a result of these intercompany transactions, the following amounts were

due from/to the Company’s subsidiaries at the year-end.

	2023	2022
	£m	£m
Unite Holdings Limited	126.6	131.1
LDC (Holdings) Limited	1,112.0	1,072.3
Liberty Living Group plc	891.4	873.5
Amounts due from Group undertakings	2,130.0	2,076.9
Unite Integrated Solutions plc	62.0	70.3
Amounts due to Group undertakings	62.0	70.3

The Company has had a number of transactions with its joint ventures, which are disclosed in note 3.4c.

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

Section 6: Key management and employee benefits

The Group’s greatest resource is its staff and it works hard to develop and retain its people. The remuneration

policies in place are aimed to help recognise the contribution that Unite Group’s people make to the performance

ofthe Group.

On the following pages you will find disclosures around wages and salaries and share option schemes which allow

employees of the Group to take an equity interest in the Group.

Accounting policies

The Group operates a defined contribution pension scheme. Obligations for contributions to defined contribution pension

plans are recognised as an expense in the income statement as incurred.

6.1 Staff numbers and costs

The average number of persons employed by the Group (including Directors) and the Company during the year (calculated on

a monthly basis), analysed by category, was as follows:

	Number of employees
	2023	2022
Managerial and administrative	580	569
Site operatives	1,241	1,206
	1,821	1,775

The aggregate payroll costs of these persons were as follows:

	2023	2022
	£m	£m
Wages and salaries	72.1	64.2
Social security costs	6.8	6.5
Pension costs	3.3	2.7
Fair value of share-based payments	3.4	1.6
	85.6	75.0

The wages and salaries costs include redundancy costs of £0.2 million (2022: £0.8 million) and costs due to senior leadership

changes of £2.9 million (2022: £nil).

The total number of persons employed by the Group (including Directors) and Company as at 31 December 2023 was 528

managerial and administrative and 1,273 site operatives.

6.2 Key management personnel

The remuneration of the Directors, including Non-Executive Directors, who are the key management personnel of the Group and

Company, is set out below in aggregate for each of the applicable categories specified in IAS 24 Related Party Disclosures. Further

information about the remuneration of individual Directors is provided in the audited part of the Directors’ Remuneration Report

on pages 146–162 which covers the requirements of schedule 5 of the relevant legislation.

	2023	2022
	£m	£m
Short-term employee benefits	2.4	2.0
Post-employment benefits	0.1	0.1
Share-based payment benefits	1.2	–
	3.7	2.1

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 6: Key management and employee benefits continued

6.3 Share-based compensation

A transaction is classified as a share-based transaction where the Group receives services from employees and pays for these in

shares or similar equity instruments. The Group operates a number of share-based compensation schemes allowing employees

to acquire shares in the Company.

6.3a) Share schemes

The Group operates the following schemes:

Long-Term Incentive Plan (LTIP), comprising the:

– Performance Share Plan (PSP); and

– HMRC Approved Employee Share Option Scheme (ESOS)

Details can be found in the Directors’ Remuneration Report

Save As You Earn Scheme (SAYE) Open to employees, vesting periods of three years,

service condition

6.3b) Outstanding share options

The table below summarises the movements in the number of share options outstanding for the Group and their average

exercise price:

	Weighted		Weighted
	average	Number	average	Number
	exercise	of options	exercise	of options
	price	(thousands)	price	(thousands)
	2023	2023	2022	2022
Outstanding at 1 January	£0.19	2,083	£0.57	2,372
Forfeited during the year	£2.01	(765)	£3.09	(538)
Exercised during the year	£4.91	(176)	£2.52	(428)
Granted during the year	£2.95	800	£2.65	677
Outstanding at 31 December	£0.18	1,942	£0.19	2,083
Exercisable at 31 December	£5.80	78	£8.42	63

For those options exercised in the year, the average share price during 2023 was £9.40 (2022: £10.34).

For those options still outstanding, the range of exercise prices at the year-end was 0p to 1,121p (2022: 0p to 1,121p) and the

weighted average remaining contractual life of these options was 2.9 years (2022: 3.8 years).

The Group funds the purchase of its own shares by the Employee Share Ownership Trust to meet the obligations of the LTIP

and executive bonus scheme. The purchases are shown as Own shares acquired in retained earnings.

As at 31 December 2023 the number of shares held by the ESOT was 209,954 (2022: 205,084).

The accounting is in accordance with the relevant standards. No further information is given as the amounts for

share-based payments are immaterial.

Section 7: Post balance sheet events

On 19 February 2024 Unite Students announced that it had entered into a joint venture (‘JV’) framework agreement with Newcastle

University for the development of 2,000 new student beds, subject to planning approval. Unite will act as development and asset

manager to the JV with 51% ownership share. Total development costs are expected to be c.£250 million (Unite share: £128 million).

On 20 February 2024 Unite increased its debt capacity by an additional £150 million revolving credit facility and a further

£150 million term loan. Both are on similar terms to the existing revolving credit facility and mature in 2027. The new facilities

provide liquidity to satisfy the redemption of the £300 million Liberty Living bond, which matures in November 2024 and

increases investment capacity.

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 8: Alternative performance measures

The Group uses alternative performance measures (APMs), which are not defined or specified under IFRS. These APMs, which

are not considered to be a substitute for IFRS measures, provide additional helpful information. APMs are consistent with how

business performance is planned, reported and assessed internally by management and the Board. The APMs below have been

calculated on a see through/Unite Group share basis, as referenced to the notes to the financial statements. Reconciliations to

equivalent IFRS measures are included in notes 2.2b and 2.2c. Definitions can also be found in the glossary.

Adjusted earnings of the Group excludes the non-recurring impact of one-off transactions, improving comparability between

reporting periods.

Non-EPRA measures may not have comparable calculation bases between companies and therefore may not provide meaningful

industry-wide comparability.

		2023	2022
	Note	£m	£m
EBIT
Net operating income	2.2a	256.5	241.0
Management fees	2.2a	16.9	17.4
Overheads	2.2a	(22.1)	(27.7)
		251.3	230.7
EBIT margin %
Rental income	2.2a	369.5	339.7
EBIT	8	251.3	230.7
		68.0%	67.9%
EBITDA
Net operating income	2.2a	256.5	241.0
Management fees	2.2a	16.9	17.4
Overheads	2.2a	(22.1)	(27.7)
Depreciation and amortisation		6.3	7. 8
		257.6	238.5
Net debt
Cash	2.3a	77.2	139.2
Debt	2.3a	(1,6 48.1)	(1,872.8)
		(1,570.9)	(1,733.6)
EBITDA: Net debt
EBITDA	8	257.6	238.5
Net debt	8	(1,570.9)	(1,733.6)
Ratio		6.1	7.5
Interest cover (Unite Group share)
EBIT	8	251.3	230.7
Net financing costs	2.2a	(47.4)	(54.9)
Interest on lease liabilities	2.2a	(7.7)	(8.1)
Total interest		(55.1)	(63.0)
Ratio		4.6	3.7

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 8: Alternative performance measures continued

Reconciliation: IFRS profit before tax to EPRA earnings and adjusted earnings

		2023	2022
	Note	£m	£m
IFRS profit before tax		102.5	351.8
Net valuation (gains)/losses on investment property (owned)	2.2b	59.1	(145.0)
Property disposals (owned)	2.2b	(8.3)	16.5
Net valuation losses on investment property (leased)	2.2b	10.4	9.3
Amortisation of fair value of debt recognised on acquisition	2.2b	(4.3)	(4.3)
Changes in valuation of interest rate swaps	2.2b	17.2	(70.7)
Non-controlling interest, tax and other items		(0.4)	(1.9)
EPRA earnings		176.1	155.8
Software as a service costs		8.2	6.1
Abortive costs		–	1.5
Adjusted earnings		184.3	163.4

Adjusted EPS yield

	2023	2022
Adjusted earnings (A)	44.3	40.9p
EPRA NTA at 1 January (B)	927p	882p
Adjusted EPS yield (A/B)	4.8%	4.6%

Total accounting return

	Note	2023	2022
Opening EPRA NTA (A)	2.3d	927p	882p
Closing EPRA NTA	2.3d	920p	927p
Movement		(7p)	45p
H1 dividend paid	4.9	21.7p	15.6p
H2 dividend paid	4.9	11.8p	11.0p
Total movement in NTA (B)		25.9p	71.6p
Total accounting return (B/A)		2.9%	8.1%

EPRA performance measures

Summary of EPRA performance measures

		2023	2022	2023	2022
	Note	£m	£m
EPRA earnings		176.1	155.8	42.4p	39.4p
Adjusted earnings *		184.3	163.4	44.3p	40.9p
EPRA NTA (diluted)		4,014.7	3,716.7	920p	927p
EPRA NRV (diluted)		4,330.7	4,029.6	992p	1005p
EPRA NDV (diluted)		4,116.0	3,960.3	943p	988p
EPRA net initial yield				4.8%	4.6%
EPRA topped up net initial yield				4.8%	4.6%
EPRA like-for-like gross rental income				2.6%	23.0%
EPRA vacancy rate				0.3%	0.8%
EPRA cost ratio (including vacancy costs)				35.2%	33.4%
EPRA cost ratio (excluding vacancy costs)				34.9%	32.3%

* Adjusted earnings calculated as EPRA earnings less software as a service costs (in 2023 and 2022) and abortive costs (in 2022 only).

NOTES TO THE FINANCIAL STATEMENTS continued

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

EPRA performance measures continued

EPRA like-for-like rental income (calculated based on total portfolio value of £8.7 billion)

	Like-for-like	Development	Other	Total EPRA
£m	properties	property	properties*	Earnings
2023
Rental income	319.0	18.7	31.8	369.5
Property operating expenses	(100.0)	(3.9)	(9.1)	(113.0)
Net rental income	219.0	14.8	22.7	256.5
2022
Rental income	298.2	5.2	36.3	339.7
Property operating expenses	(86.3)	(1.0)	(11.4)	(98.7)
Net rental income	211.9	4.2	24.9	241.0
Like-for-like net rental income (£m)	7.1
Like-for-like net rental income (%)	3.4%
Like-for-like gross rental income (£m)	20.8
Like-for-like gross rental income (%)	7.0%
* Other properties includes acquisitions, disposals, major refurbishments and changes in ownership.

EPRA vacancy rate

	2023	2022
	£m	£m
Estimated rental value of vacant space	0.9	2.0
Estimated rental value of the whole portfolio	283.9	262.9
EPRA vacancy rate	0.3%	0.8%

EPRA net initial yield

	2023	2022
Annualised net operating income (£m)	278.3	256.9
Property market value (£m)	5,510.4	5,325.6
Notional acquisition costs (£m)	288.6	285.7
	5,799.0	5,611. 3
EPRA net initial yield (%) *	4.8%	4.6%
Difference in projected versus historical GOI	0.2%	0.1%
Unite Group net initial yield (%)	5.0%	4.7%

* No lease incentives are provided by the Group and accordingly the Topped Up Net Initial Yield measure is also 4.8% (2022: 4.6%).

NOTES TO THE FINANCIAL STATEMENTS continued

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Section 8: Alternative performance measures continued

EPRA Performance Measures continued

EPRA cost ratio

	2023	2022
	£m	£m
Property operating expenses	79.8	72.0
Overheads *	21.2	26.4
Development/pre-contract costs	2.7	1.2
Unallocated expenses *	8.8	2.8
	112.5	102.4
Share of JV property operating expenses	33.2	26.7
Share of JV overheads	0.9	1.3
Share of JV unallocated expenses	0.4	0.3
	147.0	130.7
Less: Joint venture management fees	(16.9)	(17.4)
Total costs (A)	130.1	113.3
Group vacant property costs	(0.8)	(2.5)
Share of JV vacant property costs	(0.3)	(0.9)
Total costs excluding vacant property costs (B)	129.0	109.9
Rental income	259.2	241.7
Share of JV rental income	110.3	98.0
Total gross rental income (C)	369.5	339.7
Total EPRA cost ratio (including vacant property costs) (A)/(C)	35.2%	33.4%
Total EPRA cost ratio (excluding vacant property costs) (B)/(C)	34.9%	32.4%

* Excludes software as a service cost net of deferred tax (in 2023 and 2022) and abortive costs (in 2022 only).

** Vacant property costs reflect the per bed share of operating expenses allocated to vacant beds.

Unite Group’s EBIT margin excludes non-operational expenses which are included within the EPRA cost ratio above.

Unite Group capitalises costs in relation to staff costs and professional fees associated with property development activity.

EPRA valuation movement (Unite Group share)

NOTES TO THE FINANCIAL STATEMENTS continued
	Valuation	Change
	£m	£m	%
Wholly-owned	3,639.1	15.8	0.4%
USAF	827.8	14.9	1.8%
LSAV	954.7	(5.7)	(0.6%)
Rental properties	5,421.6	25.0	0.5%
Leased properties	84.7
Development completions for AY23/24	88.7
Properties under development	174.7
Properties held throughout the year	5,769.7
Acquisitions	–
Total property portfolio	5,769.7

230

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

EPRA performance measures continued

EPRA yield movement

	NOI yield		Yield movement (bps)
	%	H1	H2	FY
Wholly-owned	5.1	14	17	31
USAF	5.3	10	11	21
LSAV	4.5	14	25	39
Rental properties (Unite Group share)	5.0	13	18	31

Property-related capital expenditure

		2023			2022
	Wholly-	Share of	Group	Wholly-	Share of	Group
	owned	JVs	share	owned	JVs	share
London	4.3	20.5	24.8	3.3	10.5	13.8
Prime regional	19.3	4.8	24.1	31.6	7.3	38.9
Major regional	24.6	3.0	27.6	16.5	11.2	27.7
Provincial	5.2	1.3	6.5	8.1	1.0	9.1
Total rental properties	53.4	29.6	83.0	59.5	30.0	89.5
Increase in beds	–	–	–	2.1	2.0	4.1
Acquisitions	2 .1	–	2 .1	1.3	–	1.3
Developments	58.8	–	58.8	193.0	–	193.0
Capitalised interest	8.4	–	8.4	6.3	–	6.3
Total property-related capex	122.7	29.6	152.3	262.2	32.0	294.2

EPRA loan to value

		2023	2022
		£m	£m
Investment property (owned)		5,510.4	5,396.8
Investment property (under development)		174.7	202.7
Intangibles		9.3	18.3
Total property value and other eligible assets		5,694.4	5,617.8
Cash at bank and in hand		77.2	139.2
Borrowings	(1,64	8.1)	(1,872.8)
Net other payables		(100.3)	(150.6)
EPRA net debt		(1,671.2)	(1,884.2)
EPRA loan to value		29.3%	33.5%

NOTES TO THE FINANCIAL STATEMENTS continued

231

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FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

Section 9: Company subsidiaries and joint ventures

In accordance with Section 409 of the Companies Act 2006, a full list of subsidiaries and equity accounted investments as at

31 December 2023 is disclosed below. Unless otherwise stated, the Group’s ownership interest represents 100% of the ordinary

shares, units or partnership capital held indirectly by Unite Group PLC. No subsidiary undertakings have been excluded from the

consolidation. The Unite Foundation has a year-end of 30 September to facilitate academic year reporting. All other subsidiaries

have a year-end of 31 December.

Registered office and principal place of business: South Quay House, Temple Back, Bristol, United Kingdom, BS1 6FL
Filbert Village GP Limited (06016554)	(20.2%)	LDC (Gt Suffolk St) GP1 Limited (07274156)
Filbert Village Student Accommodation Limited Partnership (28.1%)		LDC (Gt Suffolk St) GP2 Limited (07274000)
LDC (180 Stratford) Limited (14254727)		LDC (Gt Suffolk St) Holdings Limited (07353946)
LDC (AIB Warehouse) Limited (04872419)		LDC (Gt Suffolk St) Limited Partnership
LDC (Alscot Road) Limited (06176428)		LDC (Gt Suffolk St) Management GP1 Limited (07354719)
LDC (Brunel House) Limited (09760628)		LDC (Gt Suffolk St) Management GP2 Limited (07354728)
LDC (Camden Court Leasehold) Limited (05140620)		LDC (Gt Suffolk St) Management Limited Partnership
LDC (Camden Court) Limited (05082671)		LDC (Hampton Street) Limited (06415998)
LDC (Capital Cities Nominee No.1) Limited (05347228) (50.%)		LDC (Hillhead) Limited (06176554)
LDC (Capital Cities Nominee No.2) Limited (05359457) (50.%)		LDC (Holdings) Limited (02625007) *
LDC (Capital Cities Nominee No.3) Limited (08792780) (50.%)		LDC (Imperial Wharf) Limited (04541678)
LDC (Capital Cities Nominee No.4) Limited (08792688) (50.%)		LDC (International House) Limited (10131352)
LDC (Capital Cities) Limited (05347220) (50.%)		LDC (Kelham Island) Limited (05152229)
LDC (Causewayend) Limited (08895966)		LDC (Leasehold A) Limited (04066933)
LDC (Chantry Court Leasehold) Limited (05140258)		LDC (Leasehold B) Limited (05978242)
LDC (Chaucer House) Limited (09898020)		LDC (Loughborough) Limited (04207522)
LDC (Constitution Street) Limited (09210998)		LDC (Magnet Court Leasehold) Limited (05140255)
LDC (Construction Two) Limited (04847268)		LDC (Millennium View) Limited (09890375)
LDC (Euro Loan) Limited (06623603)		LDC (MTF Portfolio) Limited (05530557)
LDC (Ferry Lane 2) GP1 Limited (07359448) (50.%)		LDC (Nairn Street) GP1 Limited (07580262) (20.2%)
LDC (Ferry Lane 2) GP2 Limited (07359481) (50.%)		LDC (Nairn Street) GP2 Limited (07580257) (20.2%)
LDC (Ferry Lane 2) GP3 Limited (07503842)		LDC (Nairn Street) GP3 Limited (07808933)
LDC (Ferry Lane 2) GP4 Limited (07503913)		LDC (Nairn Street) GP4 Limited (07808919)
LDC (Ferry Lane 2) Holdings Limited (07504099) (50.%)		LDC (Nairn Street) Holdings Limited (07579402)
LDC (Ferry Lane 2) Limited Partnership (50.0%)		LDC (Nairn Street) Limited Partnership (28.1%)
LDC (Ferry Lane 2) Management Limited Partnership (50.0%)		LDC (Nairn Street) Management Limited Partnership (28.1%)
LDC (Finance) Limited (09760806)		LDC (New Wakefield Street) Limited (10436455)
LDC (Greetham Street) Limited (08895825)		LDC (Newgate) Limited (08895869) *

* Held directly by the Company.

** Company is exempt from the requirements of the Companies Act relating to the audit of individual financial statements by virtue of s479A for

the financial year ended 31 December 2023 .

NOTES TO THE FINANCIAL STATEMENTS continued

232

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

Registered office and principal place of business: South Quay House, Temple Back, Bristol, United Kingdom, BS1 6FL
LDC (Old Hospital) Limited (09702143)	Liberty Living (LQ Newcastle) Limited (04302869)
LDC (Oxford Road Bournemouth) Limited (04407309)	Liberty Living (LQ2 Newcastle) Limited (07298853) **
LDC (Portfolio 100) Limited (07989369)	Liberty Living Finance PLC (10979349) **
LDC (Portfolio 20) Limited (08803996)	Liberty Living Group Limited (BR020813) * / **
LDC (Portfolio Five) Limited (06079581)	Liberty Living Investments 1 Limited Partnership **
LDC (Portfolio Four) Limited (04985603)	Liberty Living Investments 2 Limited Partnership **
LDC (Portfolio One) Limited (03005262)	Liberty Living Investments 3 Limited Partnership **
LDC (Portfolio) Limited (08419375)	Liberty Living Investments GP1 Limited (09375866) **
LDC (Project 110) Limited (05083580)	Liberty Living Investments GP2 Limited (09375868) **
LDC (Project 111) Limited (05791650)	Liberty Living Investments GP3 Limited (10518849) **
LDC (Radmarsh Road) Limited (05435290)	Liberty Living Investments II Holdco 2 Limited (09574059) **
LDC (Skelhorne) Limited (09898132)	Liberty Living Investments II Holdco Limited (08929431) **
LDC (Smithfield) Limited (03373096)	Liberty Living Investments II Limited (09680931) **
LDC (St Leonards) Limited (08895830)	Liberty Living Investments Limited (09375870) **
LDC (St Pancras Way) GP1 Limited (07359501)	Liberty Living Investments Nominee 1 Limited (09375846) **
LDC (St Pancras Way) GP2 Limited (07359428)	Liberty Living Investments Nominee 2 Limited (09375849) **
LDC (St Pancras Way) GP3 Limited (07503268)	Liberty Living Investments Nominee 3 Limited (10519085) **
LDC (St Pancras Way) GP4 Limited (07503251)	Liberty Living Limited (04055891) **
LDC (St Pancras Way) Holdings Limited (07360734)	Liberty Living SpareCo Limited (04616115)
LDC (St Pancras Way) Limited Partnership	Liberty Living UK Limited (06064187) **
LDC (St Pancras Way) Management Limited Partnership	Liberty Park (Bedford) Limited
LDC (St Vincent's) Limited (10218310)	Liberty Park (Bristol) Limited (07615601)
LDC (Stratford) GP1 Limited (07547911) (50.%)	Liberty Park (US Bristol) Limited (07615619) **
LDC (Stratford) GP2 Limited (07547994) (50.%)	Liberty Plaza (London) Limited (07745097)
LDC (Stratford) Limited Partnership (50.%)	Liberty Plaza (Newcastle) Limited
LDC (Swindon NHS) Limited (04207502)	Liberty Point (Coventry) Limited (04992358) **
LDC (Tara House) Limited (09214177)	Liberty Point (Manchester) Limited (04828083)
LDC (Thurso Street) GP1 Limited (07199022)	Liberty Point Southampton (Block A) Limited (10314954) **
LDC (Thurso Street) GP2 Limited (07198979)	Liberty Prospect Point (Liverpool) Limited (04637570)
LDC (Thurso Street) GP3 Limited (07434001)	Liberty Quay (Newcastle) Limited (05234174) **
LDC (Thurso Street) GP4 Limited (07434133)	Liberty Quay 2 (Newcastle) Limited (07376627)
LDC (Thurso Street) Limited Partnership	Liberty Severn Point (Cardiff) Limited (04313995)
LDC (Thurso Street) Management Limited Partnership	Liberty Village (Edinburgh) Limited (10323566)
LDC (Ventura) Limited (04444628)	LL Midco 2 Limited (08998308)
LDC (Vernon Square) Limited (06444132)	LSAV (Angel Lane) GP1 Limited (08593689) (50.%) **
LDC (William Morris II) Limited (05999281)	LSAV (Angel Lane) GP2 Limited (08593692) (50.%) **
LDC Capital Cities Two (GP) Limited (08790742) (50.%)	LSAV (Angel Lane) GP3 Limited (08646359)
Liberty Atlantic Point (Liverpool) Limited (03885187)	LSAV (Angel Lane) GP4 Limited (08646929) **
Liberty Heights (Manchester) Limited (07399622)	LSAV (Angel Lane) Limited Partnership (50.%) **
Liberty Living (HE) Holdings Ltd – Company Only (10977869)	LSAV (Angel Lane) Management Limited Partnership (50.%) **
Liberty Living (LH Manchester) Limited (07120141)	LSAV (Arch View) GP1 Limited (13210709) (50.%) **
Liberty Living (Liberty AP) Limited (03633307)	LSAV (Arch View) GP3 Limited (13210526) **
Liberty Living (Liberty PP) Limited (03991475)	LSAV (Arch View) LP (50.%)
Liberty Living (LP Bristol) Limited (07242607)	LSAV (Arch View) Management LP (50.%) **
Liberty Living (LP Coventry) Limited (04330729)	LSAV (Arch View) Nominee 1 Limited (13210518) (50.%)
Liberty Living (LP Manchester) Limited (04314013)	LSAV (Arch View) Nominee 3 Limited (13210553) *

* Held directly by the Company.

** Company is exempt from the requirements of the Companies Act relating to the audit of individual financial statements by virtue of s479A for

the financial year ended 31 December 2023 .

NOTES TO THE FINANCIAL STATEMENTS continued

233

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

FINANCIAL STATEMENTSGOVERNANCESTRATEGIC REPORT OTHER INFORMATION

Registered office and principal place of business: South Quay House, Temple Back, Bristol, United Kingdom, BS1 6FL
LSAV (Aston Student Village) GP1 Limited (10498478) (50.%)		Unite (Capital Cities) Jersey Ltd
LSAV (Aston Student Village) GP2 Limited (10498481) (50.%)		Unite Accommodation Management 16 Limited (07061314)
LSAV (Aston Student Village) GP3 Limited (10498217)		Unite Accommodation Management 18 Limited (08328484)
LSAV (Aston Student Village) GP4 Limited (10498484)		Unite Accommodation Management 19 Limited (08790504)		(50.%)
LSAV (Aston Student Village) Limited Partnership (50.%)		Unite Accommodation Management 2 Limited (05193166)
LSAV (Aston Student Village) Management Limited Partnership		Unite Accommodation Management 20 Limited (08790642)		(50.%)
(50.%)
LSAV (Drapery Plaza) GP1 Limited (13209904) (50.%)		Unite Accommodation Management 6 Limited (05077346)
LSAV (Drapery Plaza) GP3 Limited (13210206)		Unite Accommodation Management 9 Limited (06190863)
LSAV (Drapery Plaza) LP (50.%)		Unite Accommodation Management Limited (06190905)
LSAV (Drapery Plaza) Management LP (50.%)		Unite Accommodation Management One Hundred Limited (07989080)
LSAV (Drapery Plaza) Nominee 1 Limited (13209909) (50.%)		Unite Capital Cities 3 GP1 Limited (13913884)		(50.%)
LSAV (Drapery Plaza) Nominee 3 Limited (13209979)		UNITE CAPITAL CITIES 3 LIMITED PARTNERSHIP (50.%)
LSAV (GP) Limited (50.%)		Unite Capital Cities 3 Management Limited (13913891)		(50.%)
LSAV (Holdings) Limited (50.%)		(50.%)	Unite Capital Cities 3 Nominee 1 Limited (13913890)
LSAV (Jersey Manager) Limited		UNITE Capital Cities Holdings Limited (08801242)		(50.%)
LSAV (No.1) GP1 Limited (13184531) (50.%)			Unite Capital Cities Limited Partnership (50.%)
LSAV (No.1) GP3 Limited (13184662)			Unite Capital Cities Two Limited Partnership (50.%)
LSAV (No.1) LP (50.%)			UNITE Construction (Angel Lane) Limited (08792704) **
LSAV (No.1) Management LP (50.%)			UNITE Construction (Stapleton) Limited (09023406)
LSAV (No.1) Nominee 1 Limited (13184589) (50.%)			UNITE Construction (Wembley) Limited (09023474)
LSAV (No.1) Nominee 3 Limited (13184656)			Unite Finance Limited (04353305) * /
LSAV (Property Holdings) LP (50.%)			Unite Finance One (Accommodation Services) Limited (04332937)
LSAV (Stapleton) GP1 Limited (08593695) (50.%)			Unite Finance One (Holdings) Limited (04316207)
LSAV (Stapleton) GP2 Limited (08593699) (50.%)			Unite Finance One (Property) Limited (04303331)
LSAV (Stapleton) GP3 Limited (08646819)			Unite FM Limited (06807562)
LSAV (Stapleton) GP4 Limited (08647019)			UNITE For Success Limited (05157263)
LSAV (Stapleton) Limited Partnership (50.%)			Unite Holdings Limited (03148468) * /
LSAV (Stapleton) Management Limited Partnership (50.%)			UNITE Homes Limited (05140262) **
LSAV (Stratford) GP3 Limited (08751654)			Unite Integrated Solutions plc (02402714)
LSAV (Stratford) GP4 Limited (08751629)			Unite Modular Solutions Limited (05140259)
LSAV (Stratford) Management Limited Partnership (50.%)			Unite Rent Collection Limited (05982935)
LSAV (Trustee) Limited (50.%)			UNITE Student Living Limited (06204135)
LSAV (Wembley) GP1 Limited (08635735) (50.%)		Unite Students Accommodation (Beijing) Business Service
		Company Limited **
LSAV (Wembley) GP2 Limited (08636051) (50.%)		USAF Finance II Limited (08526474)		(20.2%)
LSAV (Wembley) GP3 Limited (08725127)		USAF GP No 1 Limited (05897875)	(20.2%)
LSAV (Wembley) GP4 Limited (08725235)		USAF GP No 10 Limited (06714734)		(20.2%)
LSAV (Wembley) Limited Partnership (50.%)		USAF GP No 11 Limited (07075210)		(20.2%)
LSAV (Wembley) Management Limited Partnership (50.%)		USAF GP No 11 Management Limited (07351883)
LSAV FACILITY 1 HOLDINGS LIMITED (13913388)	(50.%)	USAF GP No 12 Limited (07368735)		(20.2%)
LSAV FACILITY 1 MANAGEMENT HOLDINGS LIMITED (13913371)		USAF GP No 14 Limited (09089977)		(20.2%)
LSAV Management Holdings Limited (13305327)		USAF GP No 15 Limited (09585201)		(20.2%)
LSAV Rent Collection Limited (08496230)		USAF GP No 18 Limited (10219336)		(20.2%)
Stardesert Limited (04437102)		USAF GP No 6 Limited (05897755)	(20.2%)
The UNITE Foundation		USAF GP No 8 Limited (06381914)	(20.2%)

* Held directly by the Company.

** Company is exempt from the requirements of the Companies Act relating to the audit of individual financial statements by virtue of s479A for

the financial year ended 31 December 2022 .

NOTES TO THE FINANCIAL STATEMENTS continued

Section 9: Company subsidiaries and joint ventures continued

234

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

Registered office and principal place of business: South Quay House, Temple Back, Bristol, United Kingdom, BS1 6FL
USAF GP No.15A Limited (12644211)	(28.1%)		USAF No.12 Limited Partnership (28.1%)
USAF GP No.16A Limited (12644210)	(28.1%)		USAF No.14 Limited Partnership (28.1%)
USAF GP No.16B Limited (14707370)	(28.1%)		USAF No.15 Limited Partnership (28.1%)
USAF GP No.17A Limited (12644208)	(28.1%)		USAF No.15A Limited Partnership (28.1%)
USAF GP No.17B Limited (14707101)	(28.1%)		USAF No.16A Limited Partnership (28.1%)
USAF GP No.19 Limited (14707096)	(20.2%)		USAF No.16B Limited Partnership (28.1%)
USAF Holdings K Limited (14700139)	(20.2%)		USAF No.16B Nominee 1 Limited (14707400)		(20.2%)
USAF Holdings B Limited (06324325)	(20.2%)		USAF No.16B Nominee 2 Limited (14707390)		(20.2%)
USAF Holdings C Limited (06381882)	(20.2%)		USAF No.17A Limited Partnership (28.1%)
USAF Holdings H Limited (09089805)	(20.2%)		USAF No.17B Limited Partnership (28.1%)
USAF Holdings I Limited (09581882)	(20.2%)		USAF No.17B Nominee 1 Limited (14707108)		(20.2%)
USAF Holdings J Limited (10215997)	(20.2%)		USAF No.17B Nominee 2 Limited (14707114)		(20.2%)
USAF Holdings Limited (05870107)	(20.2%)		USAF No.18 Limited Partnership (28.1%)
USAF Jersey Investments Ltd			USAF No.19 Limited Partnership (28.1%)
USAF Jersey Manager Ltd			USAF No.6 Limited Partnership (28.1%)
USAF LP Limited (05860874)			USAF No.8 Limited Partnership (28.1%)
USAF Management 10 Limited (06714695)			USAF Nominee No.1 Limited (05855598)		(20.2%)
USAF Management 11 Limited (07082782)			USAF Nominee No.10 Limited (06714690)		(20.2%)
USAF Management 12 Limited (07365681)			USAF Nominee No.10A Limited (06714615)		(20.2%)
USAF Management 14 Limited (09232206)			USAF Nominee No.11 Limited (07075251)		(20.2%)
USAF Management 16 Ltd (07735741)	(28.1%)		USAF Nominee No.11A Limited (07075213)		(20.2%)
USAF Management 17 Ltd (05591986)	(28.1%)		USAF Nominee No.12 Limited (07368733)		(20.2%)
USAF Management 18 Limited (10219775)			USAF Nominee No.12A Limited (07368755)		(20.2%)
USAF Management 6 Limited (06225945)			USAF Nominee No.14 Limited (09231609)		(20.2%)
USAF Management 8 Limited (06387597)			USAF Nominee No.14A Limited (09231604)		(20.2%)
USAF Management GP No.14 Limited (09130985)			USAF Nominee No.15 Limited (12644205)		(20.2%)
USAF Management GP No.15 Limited (09749946)			USAF Nominee No.15A Limited (12644204)		(20.2%)
USAF Management GP No.16 Limited (09750068)			USAF Nominee No.16 Limited (12644201)		(20.2%)
USAF Management GP No.17 Limited (09750061)			USAF Nominee No.16A Limited (12644197)		(20.2%)
USAF Management GP No.18 Limited (12410758)			USAF Nominee No.17 Limited (12644192)		(20.2%)
USAF Management Limited (05862721)			USAF Nominee No.17A Limited (12644187)		(20.2%)
USAF Management No. 14 Limited Partnership (28.1%)			USAF Nominee No.18 Limited (10218595)		(20.2%)
USAF Management No. 15 Limited Partnership (28.1%)			USAF Nominee No.18A Limited (10219339)		(20.2%)
USAF Management No. 16 Limited Partnership (28.1%)			USAF Nominee No.19 Limited (14706129)		(20.2%)
USAF Management No. 17 Limited Partnership (28.1%)			USAF Nominee No.19A Limited (14706126)		(20.2%)
USAF Management No. 18 Limited Partnership (28.1%)			USAF Nominee No.1A Limited (05835512)		(20.2%)
USAF Management No.19 Limited (14707093)		(28.1%)	USAF Nominee No.6 Limited (05855599)		(20.2%)
USAF No.1 Limited Partnership (28.1%)			USAF Nominee No.6A Limited (05885802)		(20.2%)
USAF No.10 Limited Partnership (28.1%)			USAF Nominee No.8 Limited (06381861)		(20.2%)
USAF No.11 Limited Partnership (28.1%)			USAF Nominee No.8A Limited (06381869)		(20.2%)
USAF No.11 Management Limited Partnership (28.1%)			USAF RCC Limited (05983554)	(20.2%)

* Held directly by the Company.

** Company is exempt from the requirements of the Companies Act relating to the audit of individual financial statements by virtue of s479A for

the financial year ended 31 December 2023 .

NOTES TO THE FINANCIAL STATEMENTS continued

235

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Registered office and principal place of business: 13 Castle Street, St Helier, Jersey, JE4 5UT
LDC (Gt Suffolk St) Unit Trust	LSAV (Aston Student Village) Unit Trust (50.0%)
LDC (St Pancras Way) Unit Trust	LSAV (Holdings) Limited (50.0%)
LDC (Thurso Street) Unit Trust	LSAV (Trustee) Limited (50.0%)
LSAV (Jersey Manager) Limited	LSAV Unit Trust (50.0%)
Unite (Capital Cities) Jersey Limited	Unite Capital Cities Unit Trust (50.0%)
USAF Jersey Investments Limited	USAF Portfolio 18 Unit Trust (28.1%)
USAF Jersey Manager Limited	LDC (Nairn Street) Unit Trust (28.1%)
LDC (Ferry Lane 2) Unit Trust (50.0%)	Unite UK Student Accommodation Fund (20.2%)
LDC (Stratford) Unit Trust (50.0%)	LSAV (Arch View) Unit Trust (50.0%)
LSAV (Drapery Plaza) Unit Trust (50.0%)

Registered office and principal place of business: Third Floor, La Plaiderie Chambers, St Peter Port, Guernsey, GY1 1WG
USAF Feeder Guernsey Limited (45.5%)	USAF Portfolio 16 Unit Trust (28.1%)
USAF Portfolio 15 Unit Trust (28.1%)	USAF Portfolio 17 Unit Trust (28.1%)

Registered office and principal place of business: Saltire Court, 20 Castle Terrace, Edinburgh, EH1 2EN
LSAV (GP) Limited (SC431844) (50.0%)	LSAV (Property Holdings) Limited Partnership (50.0%)

Registered office and principal place of business: Trident Chambers, Wickhams Cay, P.O. Box 146, Road Town, Tortola,
British Virgin Islands
Liberty Park (Bedford) Limited	Liberty Plaza (Newcastle) Limited

NOTES TO THE FINANCIAL STATEMENTS continued

Section 9: Company subsidiaries and joint ventures continued

236

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THE UNITE GROUP PLC Annual Report and Financial Statements 2023

FINANCIAL RECORD (unaudited)

2023 2022 2021 2020 2019

EPRA earnings (£m) 176 157 152 97 111

EPRA earnings per share (pence) 42 39 38 26 39

Adjusted earnings (£m) 184 163 110 93 105

Adjusted earnings per share (pence) 44 41 28 24 37

IFRS profit/(loss) before tax (£m) 103 351 342 (120) (101)

IFRS profit/(loss) per share (pence) 25 88 86 (32) (32)

EPRA net tangible assets (NTA) (£m) 4,015 3,717 3,532 3,266 3,087

EPRA NTA per share (pence) 920 927 882 818 847

IFRS net assets (£m) 4,067 3,788 3,528 3,235 3,072

IFRS NAV per share (pence) 931 944 880 809 845

LTV (%) 28% 31% 29% 34% 37%

Managed portfolio value (£m) 8,663 8,522 8,108 7,838 7,702

Total accounting return (TAR) 2.9% 8.1% 10.2% (3.4%) 11.7%

237

OTHER INFORMATIONFINANCIAL STATEMENTS

THE UNITE GROUP PLC Annual Report and Financial Statements 2023

GOVERNANCESTRATEGIC REPORT

GLOSSARY

Adjusted earnings An alternative performance measure based on EPRA earnings, adjusted to remove the impact of abortive

acquisition costs and the LSAV performance fee which was settled in 2021. The items have beenexcluded

from adjusted earnings to improve the comparability of results year-on-year.

Adjusted earnings

pershare/EPS

The earnings per share based on adjusted earnings and weighted average number of shares

inissue(basic).

Adjusted EPS yield Adjusted EPS as a percentage of opening EPRA NTA (diluted).

Adjusted net debt Net debt per the balance sheet, adjusted to remove IFRS 16 lease liabilities and the unamortised

fairvalue of debt recognised on the acquisition of Liberty Living.

Basis points (BPS) A basis point is a term used to describe a small percentage, usually in the context of change,

andequatesto 0.01%.

Diluted earnings/EPS Where earnings values per share are used basic measures divide the earnings by the weighted average

number of issued shares in issue throughout the period, whilst the diluted measure also takes into

account the effect of share options which have been granted and which are expected to be converted

into shares in the future.

Diluted NTA/NAV Where NTA/NAV per share is used, basic measures divide the NTA/NAV by the number of shares issued

at the reporting date, whilst the diluted measure also takes into account the effect of share options

which have been granted and which are expected to be converted into shares in the future (both for

the additional number of shares that will be issued and the value of additional consideration that will

bereceived in issuing them).

Direct-let Properties where short-hold tenancy agreements are made directly between Unite Students and

thestudent.

EBITDA The Group’s adjusted EBIT, adding back depreciation and amortisation.

EPRA The European Public Real Estate Association, who produce best practice recommendations

forfinancialreporting.

EPRA cost ratio The ratio of property operating expenses, overheads and management fees, against rental income,

calculated on an EPRA basis.

EPRA earnings EPRA earnings exclude movements relating to changes in values of investment properties, profits/losses

from the disposal of properties, swap/debt break costs, interest rate swaps and the related tax effects.

EPRA earnings per

share/EPS

The earnings per share based on EPRA earnings and weighted average number of shares in issue (basic).

EPRA like-for-like

rentalgrowth

The growth in rental income measured by reference to the part of the portfolio of the Group that

has been consistently in operation, and not under development nor subject to disposal, and which

accordingly enables more meaningful comparison in underlying rental income levels.

EPRA net tangible

assets (NTA)

EPRA NTA includes all property at market value but excludes the mark to market of financial

instruments,deferred tax and intangible assets. EPRA NTA provides a consistent measure of NAV

onagoing concern basis.

EPRA net tangible assets

per share

The diluted NTA per share figure based on EPRA NTA.

EPRA net

reinstatement value(NRV)

EPRA NRV includes all property at market value but excludes the mark to market of financial instruments,

deferred tax and real estate transfer tax. EPRA NRV assumes that entities never sell assets and represents

the value required to rebuild the entity.

EPRA net disposal

value(NDV)

EPRA NDV includes all property at market value, excludes the mark to market of financial instruments but

includes the fair value of fixed interest rate debt and the carrying value of intangible assets. EPRA NDV

represents the shareholders’ value in a disposal scenario.

EPRA net initial yield (NIY) Annualised NOI generated by the Group’s rental properties expressed as a percentage of their fair value,

taking into account notional acquisition costs.

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GLOSSARY continued

EPRA topped up netinitial

yield (NIY)

EPRA Net Initial Yield adjusted to include the effect of the expiration of rent free periods (or other

unexpired lease incentives such as discounted rent periods or step rents).

EPRA vacancy rate The ratio of the estimated market rental value of vacant spaces against the estimated market rental value

of the entire property portfolio (including vacant spaces).

ESG Environmental, Social and Governance.

Full occupancy Full occupancy is defined as occupancy in excess of 97%.

GRESB GRESB is a benchmark of the Environmental, Social and Governance (ESG) performance of real assets.

Gross asset

value (GAV)

The fair value of rental properties, leased properties and development properties.

The Group Wholly-owned balances plus Unite Group’s interests relating to USAF and LSAV.

Group debt Wholly-owned borrowings plus Unite Group’s share of borrowings attributable to USAF and LSAV.

HMO Houses in multiple occupation, where buildings or flats are shared by multiple tenants who rent their

own rooms and the property’s communal spaces on an individual basis.

IFRS NAV per share IFRS equity attributable to the owners of the Parent Company from the consolidated balance sheet

divided by the total number of shares of the Parent Company in issue at the reporting date.

Interest cover ratio (ICR) Calculated as EBIT divided by the sum of net financing costs and IFRS 16 lease liability interest costs.

Lease Properties which are leased to universities for a number of years.

Like-for-like metrics Like-for-like is the change in metric, on a gross basis, calculated using properties owned throughout

thecurrent and previous period.

Loan to value (LTV) Net debt as a proportion of the value of the rental properties, excluding balances in respect of leased

properties under IFRS 16. Prepared on a see-through basis. In the opinion of the Directors, this measure

enables an appraisal of the indebtedness of the business, which closely aligns with key covenants in

theGroup’s agreements.

Loan to value post IFRS16 Net debt as a proportion of the value of the rental properties, including balances in respect of leased

properties under IFRS 16. Prepared on a see-through basis.

LTV (EPRA) Net debt as a proportion of the value of the rental properties including balances in respect of leased

properties and all other assets and liabilities.

LSAV The London Student Accommodation Joint Venture (LSAV) is a joint venture between Unite Group and

GIC, inwhich both hold a 50% stake. LSAV has a maturity date of September 2032.

Major regional Properties located in Aberdeen, Birmingham, Cardiff, Glasgow, Leeds, Leicester, Liverpool, Newcastle,

Nottingham, Sheffield and Southampton.

Net asset value (NAV) The total of all assets less the value of all liabilities at each reporting date.

Net debt (EPRA) Borrowings net of cash. IFRS 16 lease liabilities are excluded from net debt on an EPRA basis. In the

opinion of the Directors, net debt is a useful measure to monitor the overall cash position of the Group.

Net debt per balancesheet Borrowings, IFRS 16 lease liabilities and the mark to market of interest rate swaps, net of cash.

Net debt to EBITDA Net debt as a proportion of EBITDA.

Net financing costs (EPRA) Interest payable on borrowings less interest capitalised into developments and finance income.

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GOVERNANCESTRATEGIC REPORT

Net operating

income(NOI)

The Group’s rental income less property operating expenses.

NOI margin The Group’s NOI expressed as a percentage of rental income.

Nomination agreements Agreements at properties where universities have entered into a contract to reserve rooms for their

students, usually guaranteeing occupancy. The universities usually either nominate students to live inthe

building and Unite Students enters into short-hold tenancies with the students or the university enters

into a contract with Unite Students and makes payment directly to Unite Students.

Provincial Properties located in Bournemouth, Coventry, Loughborough, Medway, Portsmouth and Swindon.

Prime regional Properties located in Bath, Bristol, Durham, Edinburgh, Manchester and Oxford.

Property operating

expenses

Operating costs directly related to rental properties, therefore excluding central overheads.

Rental growth Calculated as the year-on-year change in the average annual price for sold beds. In the opinion of

theDirectors, this measure enables a more meaningful comparison in rental income as it excludes

theimpact of changes in occupancy.

Rental income Income generated by the Group from rental properties.

Rental properties Investment properties (owned and leased) whose construction has been completed and are used

bytheOperations segment to generate NOI.

Rental properties (leased)/

Sale and leaseback

Properties that have been sold to a third-party investor then leased back to the Group.

Unite Group is also responsible for the management of these assets on behalf of the owner.

Resident ambassadors Student representatives who engage with students living in the property to create a community

andsense of belonging.

SaaS Software-as-a-Service is a licensing and distribution model used to deliver cloud-based software

applications to users over the Internet.

See-through

(also Unite Group share)

Wholly-owned balances plus Unite Group’s share of balances relating to USAF and LSAV.

TCFD The Task Force on Climate-related Financial Disclosures develops voluntary, consistent climate-related

financial risk disclosures for use by companies in providing information to investors, lenders, insurers

and other stakeholders.

Total accounting

return

Growth in diluted EPRA NTA per share plus dividends paid, expressed as a percentage of diluted EPRA

NTA per share at the beginning of the period. In the opinion of the Directors, this measure enables an

appraisal of the return generated by the business for shareholders during the year.

Total shareholder return The growth in value of a shareholding over a specified period, assuming dividends are reinvested

topurchase additional shares.

USAF/the fund The Unite UK Student Accommodation Fund (USAF) is Europe’s largest fund focused purely on income-

producing student accommodation investment assets.

The fund is an open-ended infinite life vehicle with unique access to Unite Group’s development pipeline.

Unite Group acts as fund manager for the fund, as well as owning a significant minority stake.

WAULT Weighted average unexpired lease term to expiry.

Wholly-owned Balances relating to properties that are 100% owned by The Unite Group PLC or its 100% subsidiaries.

GLOSSARY continued

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GOVERNANCESTRATEGIC REPORT

THE UNITE GROUP PLC

Executive Team

Joe Lister

Chief Executive Officer

Mike Burt

Chief Financial Officer

Registered Office

South Quay House, Temple Back, Bristol BS1 6FL

Registered Number in England

03199160

Company Secretary

Christopher Szpojnarowicz

Auditor

Deloitte LLP

1 New Street Square, London EC4A 3HQ

Financial Advisers

J.P. Morgan Cazenove

25 Bank Street, London E14 5JP

Deutsche Numis

45 Gresham Street, London EC2V 7BF

Registrars

Computershare Investor Services plc

PO Box 82

The Pavilions

Bridgwater Road

Bristol

BS99 7NH

Financial PR Consultants

Powerscourt

1 Tudor Street, London EC4Y OAH