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Registered number: 08479092









MARLBOROUGH HIGHWAYS GROUP LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
COMPANY INFORMATION


Directors
M J Revell 
J Woolf 
J F Revell 
J A Revell 
W D Blostone 




Registered number
08479092



Registered office
Woolf House
15 Regiment Business Park

Eagle Way, Little Waltham

Chelmsford

Essex

CM3 3FY




Independent auditors
Barnes Roffe LLP

1st Floor

73-81 Southwark Bridge Road

London

SE1 0NQ





 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 

CONTENTS



Page
Group strategic report
 
1 - 3
Directors' report
 
4 - 7
Independent auditors' report
 
8 - 11
Consolidated statement of comprehensive income
 
12
Consolidated balance sheet
 
13 - 14
Company balance sheet
 
15
Consolidated statement of changes in equity
 
16
Company statement of changes in equity
 
17
Consolidated statement of cash flows
 
18 - 19
Notes to the financial statements
 
20 - 38


 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

Business review
 
The principal activity of the Group in the year under review was that of building, civil engineering and road
surfacing.
The Group's turnover increased from £77,502,814 to £87,547,652 and pre tax profit is down from 3,415,279 to £1,753,191. Net assets have decreased to £3.19 million (2021 - £3.8 million).
Marlborough Highways Limited continued to build its work profile with a number of Local Authorities and national companies including: London Borough of Hackney, London Borough of Barking and Dagenham, London Borough of Haringey, London Borough of Havering, Southend-on-Sea Borough Council, London Borough of Enfield, Essex Highways and London Borough of Brent. 
Marlborough has continued to invest significant capital on a new satellite office and employee welfare facilities, which became operational in July 2022.  Marlborough also continues to invest heavily in plant, equipment and vehicles.  This investment has enabled the organisation to attract high calibre staff from across the industry, enabling future organic growth and business development, as well as ensuring Marlborough continue to meet its target of driving down emissions and reducing its carbon footprint.

Principal risks and uncertainties
 
The principal risk and uncertainty are the dangers posed by rising prices of raw materials, fuel and energy, Brexit and the potential impact to delivery of the contracts, including availability of materials and equipment.     
Financial risk
The Group uses various financial instruments to measure and monitor performance, which include cash, trade debtors, amounts recoverable on contracts and trade creditors that arise directly from its operations. The main purpose of these financial metrics is to optimise finance for the group's operations. The existence of financial challenges, which are monitored by management, exposes the company to a number of financial risks, which are described in more detail below.
The Group undertakes the vast majority of their work as Principal Contractor for Local Authorities. As such, their work is dependent on client budgets.
Credit risk
The Group's principal financial assets are cash, trade debtors and amounts recoverable on contracts. The associated credit risk is limited as the group's clients are predominantly public sector entities, all of whom have strong credit ratings supported by short term borrowings from the United Kingdom government.
In order to manage credit risk, the financial controller and directors regularly review the debtors' position and the finance department works to formalise procedures for dealing with customers.

Liquidity risk
The Group seeks to manage financial risk to ensure sufficient liquidity is available to meet foreseeable need and to invest cash in assets both safely and profitably.
The Group's policy throughout the year has been to achieve this objective through senior management's day-to-day involvement in business decision rather than through setting maximum or minimum liquidity ratio.

Page 1

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Financial key performance indicators
 
The board sets financial targets and monitor performance by reviewing monthly management accounts.
We consider that our key financial performance indicators are those that communicate the financial performance and strength of the Group as a whole, these being turnover, gross and net profit percentage. In addition, each of the contracts have both service and financial related KPI's related specifically to the contract which are monitored and reviewed on a regular basis with our clients.
Given the uncomplicated nature of business, the Group's directors analysis using KPI's are as follows:
The gross profit and net profit margins performed as expected with results of 26.57% and 1.26% respectively (2021 - 25.51% and 3.55%). Liquidity ratios were also as expected with a current ratio of 0.80 (2021 - 0.92) and quick ratio of 0.73 (2021 - 0.86).
Although it must be recognised that during the period of review trading conditions have remained particularly challenging. In light of the uncertainty caused by Brexit and political instability the directors remain satisfied that the Group has been able to continue developing  and generating profits.

Other key performance indicators
 
Given the straight forward nature of the business, the directors are of the opinion that analysis using other KPIs is not necessary for an understanding of the development, performance or position of the business.

Health, safety and the environment

Safety is the Group's number one strategy. The Group's policy is to ensure the safety of its employees and any others whose health and safety may be affected by our operation. The Group has won a number of awards including ROSPA Gold and ROSPA Fleet safety.
The Group has integrated their health, safety, environmental and quality management systems, which are externally accredited to ISO:18001, ISO:14001 and ISO:9001 respectively, in with those of McDonald Highway Services Limited to form a consistent Group policy across the whole business.

Directors' statement of compliance with duty to promote the success of the Group
 
The Directors are aware of their duty under s.172 of the Companies Act 2006 to act in the way which they consider, in good faith, would be most likely to promote the success of the Group for the benefit of its members as a whole and, in doing so, to have regard (amongst other matters) to:
• the likely consequences of any decision in the long term;
• the interests of the company’s employees;
• the need to foster the company’s business relationships with suppliers, customers and others;
• the impact of the company’s operations on the community and the environment;
• the desirability of the company maintaining a reputation for high standards of business conduct; and
• the need to act fairly as between members of the company, (the “s.172(1) Matters”). 
 
Induction materials provided on appointment include an explanation of Directors’ duties, and the Board is regularly reminded of the s.172(1) Matters, including as a rolling agenda item at every Board meeting. 
 
 
Page 2

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

In preparation for the Group’s implementation of the UK Corporate Governance Code July 2018 (the “2018 Code”), and anticipating the new reporting requirements applicable since FY20, the Board continues to review the actions it undertakes to comply with s.172. The review includes an analysis of how the Board engages with its stakeholders and considers recommendations on how such engagement could be enhanced.


This report was approved by the board on 29 September 2023 and signed on its behalf.



................................................
M J Revell
Director

Page 3

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

The directors present their report and the financial statements for the year ended 31 December 2022.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the year, after taxation and minority interests, amounted to £1,111,913 (2021 - £3,297,678).

Dividends have been voted amounting to £963,275 (2020: £1,540,000) for the year.

Directors

The directors who served during the year were:

M J Revell 
J Woolf 
J F Revell 
J A Revell 
W D Blostone 

Page 4

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Future developments

The directors believe that the integrated highway service market will continue to develop and evolve in future years and that with a stable financial position, the group will be well placed to continue to grow the business.
Marlborough Highways Limited has strong relationships with supply chain partners and the group has long term contracts with strategic clients. One of the key objectives of the group will be to continue to work with our clients on these strategic contracts to ensure we deliver the objectives of each contract while also looking to both broaden and deepen the services that we offer to those clients. Simultaneously we will continue to explore further innovative ways to deliver our service in a more effective and efficient way.
We will continue to look for further opportunities to grow the business over the coming years, through a continued focus on achieving the group's objectives, it is anticipated that the group will continue to deliver sustainable profits in future years.
Engagement with employees
Our vision is ‘to be the people that people want to work with’, and we know that to achieve this vision effective employee communication and engagement is vital. It also has a direct link to improving organisational culture and productivity.  We ensure all our employees have a voice within the company through several different forums, systems, and actions.  Our in-house system/app ‘Quest’ provides regular news stories to all employees. It includes updates on company performance, details and feedback on work completed across our contracts, provides health and safety alerts and general employee comms. The system/app is accessible to all employees via a desktop or a mobile device allowing those employees working on the road easy access to stay connected.  The executive board treat all employee feedback with respect and importance and take actions to ensure employees feel listened to and involved.  We do this in several ways including employee surveys with employee involvement in actions and follow-up, our performance management processes, employee forums attended by the MD, monthly supervisor briefings and whole company away days. Some examples of a recent projects where employees have had the opportunity to be involved before decisions are taken is the review and refresh of our company values.  Employees were given the opportunity to feedback through a survey and/or a focus group to help shape our final values.  In developing our employee benefits, employees were able to provide feedback on the make-up of our health care cash back plan before it was introduced. 
Our MD provides 6-monthly companywide updates on the financial performance of the business, along with plans for future growth, key projects and general updates impacting on employees.  These updates provide everyone with a good understanding on the overall company performance, whatever their role in the business. We have a robust performance management process in place across the business, which encourages good conversations about individual performance and development to drive continuous improvement.  There are plans this year to embed this further through aligning our strategic business objectives to individual performance objectives and measures.

Page 5

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Engagement with employees

At Marlborough we are committed to ensuring our employees have a voice within the company.  We understand that the employee experience is driven by many factors, but most significantly includes having a mission and purpose beyond financial goals, transparency, empathy and integrity of leadership, and a sense of belonging and community.  This is why we put in place a number of different forums and actions that allow our employees to provide open and honest feedback on matters that are important to them, before decisions are taken.  The executive board treat all employee feedback with respect and importance, and take actions to ensure employees feel listened to and involved.  We do this through a number of ways including employee surveys with employee involvement in actions and follow-up, our performance management processes, employee forums attended by the MD, supervisor briefings and whole company away days. The global pandemic highlighted even more the importance of regular and effective two way communication and has allowed us to make better use of the technology available to us.  We have invested in an in house app which is accessible to all employees and allows us to not only provide regular updates, share stories and information on what is happening across the business but is also used to record discussions from performance conversations, allowing us to use this information to assess training and development needs across the business.

Engagement with suppliers, customers and others

The Group takes supplier and customer involvement serously to ensure that any concerns that they raise are dealt with by the management team.

Disabled employees

It is our policy to promote working lives that are free from discrimination, harassment and victimisation.  We have an active equal opportunities policy from recruitment and selection, through training, development, performance management and promotion for all employees, including those with a disability. 
Employees are recruited solely on the basis of work criteria and the applicant’s abilities and individual merit. Reasonable adjustments to the recruitment process are made as required to ensure that no applicant is disadvantaged because of a disability.  
We are fully committed to ensuring that we are responsive to the changing needs of our employees.  Should any employee become disabled during their employment with us, we will actively retrain them and make reasonable adjustments, where possible, in order for them to remain within our employment.

Environmental matters

The Group considers compliance with current environmental legislation and the adoption of responsible standards as an integral part of its business operations. The Group is also committed to introducing new measures to limit any adverse effects its business operations may have on the environment and promotes best practice in accordance with latest guidance.

Emissions and energy consumption

During the year, the Group emitted 2,606.27 tonnes of CO2e (direct emissions produced by sources which are owned or controlled by the Group) from activities involving consumption of fuel for use in Group owned and hired vehicles, 72.40 tonnes of CO2e (indirect emissions) from the purchase of electricity for its own use and 6,944.80 tonnes of CO2e (other indirect emissions) from the Group’s upstream and downstream activities. In aggregate it consumed 374,382 kWh of energy. The most significant emission source is raw material use, accounting for 64.57% of Marlborough Highways’ carbon footprint. 
 
Page 6

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

The Group has appointed an external carbon and energy management company to independently assess its Greenhouse Gas (GHG) emissions in accordance with the UK Government’s ‘Environmental Reporting Guidelines: Including Streamlined Energy and Carbon Reporting Guidance’. The GHG emissions have been assessed following the ISO 14064-1:2018 standard and has used the 2022 emission conversion factors published by the Department for Environment, Food and Rural Affairs (Defra) and the Department for Business, Energy & Industrial Strategy (BEIS). The operational control approach has been used. 
The Group’s intensity metric ratio, expressed as tonnes of CO2e per total £m of sales revenue, is 109.67 (2021: 112.10). GHG emissions have increased by 9.72% compared to the previous year assessment.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

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

Post balance sheet events

Since the Balance Sheet date the Group has continued to thrive and offer a range of services to its customers. The coronavirus pandemic came to an end and the business continues to prosper despite of the challenges posed by high inflation, labour shortage and other adverse economic conditions. The Group has worked through this disruption and its business plans are robust even in the current climate. Based on the above the accounts have been prepared on the going concern basis.

Auditors

The auditorsBarnes Roffe LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 29 September 2023 and signed on its behalf.
 





................................................
M J Revell
Director

Page 7

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARLBOROUGH HIGHWAYS GROUP LIMITED
 

Opinion


We have audited the financial statements of Marlborough Highways Group Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2022, which comprise the Group Statement of comprehensive income, the Group and Company Balance sheets, the Group Statement of cash flows, the Group and Company Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2022 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


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.


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 or the 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.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 8

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARLBOROUGH HIGHWAYS GROUP LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and  our Auditors' 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.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Group 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 Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


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; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 9

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARLBOROUGH HIGHWAYS GROUP LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 4, 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.


Auditors' 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 Auditors' 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 Group financial statements.


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:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities,
including fraud and non-compliance with law and regulations, was as follows:
• The engagement partner ensured that the engagement team collectively had the appropriate
competence, capabilities and skills to identify or recognise non-compliance with applicable laws and
regulations;
• We identified the laws and regulations applicable to the company through discussion with directors and
other management, and from our commercial knowledge and experience of the relevant sector (Could be
more specific on the sector if relevant);
• The specific laws and regulations which we considered may have a direct material effect on the financial
statements or the operations of the company, are as follows;
o Companies Act 2006.
o FRS102.
o ISO standards.
o Health and Safety legislation.
o Employment legislation
o Tax legislation
o ISO 9001
• We assessed the extent of compliance with the laws and regulations identified above through making
enquiries of management, reviewing board minutes and inspecting legal correspondence
• Laws and regulations were communicated within the audit team at the planning meeting, and during the
audit as any further laws and regulation were identified. The audit team remained alert to instances of non
compliance throughout the audit.
 
Page 10

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARLBOROUGH HIGHWAYS GROUP LIMITED (CONTINUED)


We assessed the susceptibility of the company’s financial statements to material misstatement, including
obtaining an understanding of how fraud might occur by:
• Making enquires of management as to where they consider there was susceptibility to fraud and their
knowledge of actual suspected and alleged fraud;
• Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and
regulations;
• Reviewing the financial statements and testing the disclosures against supporting documentation;
• Performing analytical procedures to identify any unusual or unexpected trends or anomalies;
• Inspecting and testing journal entries to identify unusual or unexpected transactions;
• Assessing whether judgement and assumptions made in determining significant accounting estimates,
including stock provisions, were indicative of management bias; and
• Investigating the rationale behind significant transactions, or transactions that are unusual or outside the
company’s usual course of business
The areas that we identified as being susceptible to misstatement through fraud were:
• Management bias in the estimates and judgements made;
• Management override of controls; and
• Posting of unusual journals or transactions
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including
those leading to a material misstatement in the financial statements or non-compliance with regulation. This
risk increases the more that compliance with a law or regulation is removed from the events and transactions
reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.
The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves
intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.


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 2006Our 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 Auditors' 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.





Duncan Stannett (Senior statutory auditor)
for and on behalf of
Barnes Roffe LLP
1st Floor
73-81 Southwark Bridge Road
London
SE1 0NQ
 

29 September 2023
Page 11

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
Note
£
£

  

Turnover
 4 
87,547,652
77,502,814

Cost of sales
  
(64,284,856)
(57,729,544)

Gross profit
  
23,262,796
19,773,270

Distribution costs
  
(2,176,806)
(1,450,807)

Administrative expenses
  
(19,051,010)
(14,824,295)

Other operating income
 5 
-
110,616

Operating profit
 6 
2,034,980
3,608,784

Interest payable and similar expenses
 10 
(281,789)
(193,505)

Profit before taxation
  
1,753,191
3,415,279

Tax on profit
 11 
(649,879)
(661,886)

Profit for the financial year
  
1,103,312
2,753,393

  

Profit for the year attributable to:
  

Non-controlling interests
  
(8,601)
(544,285)

Owners of the parent Company
  
1,111,913
3,297,678

  
1,103,312
2,753,393

The notes on pages 20 to 38 form part of these financial statements.

Page 12

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
REGISTERED NUMBER: 08479092

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Intangible assets
 14 
405,604
930,756

Tangible assets
 15 
12,109,742
11,217,298

  
12,515,346
12,148,054

Current assets
  

Stocks
  
1,289,687
765,295

Debtors: amounts falling due within one year
 18 
12,721,694
6,607,323

Cash at bank and in hand
 19 
844,493
4,722,716

  
14,855,874
12,095,334

Creditors: amounts falling due within one year
  
(18,573,425)
(13,190,085)

Net current liabilities
  
 
 
(3,717,551)
 
 
(1,094,751)

Total assets less current liabilities
  
8,797,795
11,053,303

Creditors: amounts falling due after more than one year
  
(3,764,208)
(6,954,390)

Provisions for liabilities
  

Deferred taxation
 24 
(1,129,648)
(567,061)

Other provisions
 25 
(710,000)
(350,000)

Net assets
  
3,193,939
3,181,852


Capital and reserves
  

Called up share capital 
 26 
200
200

Merger reserve
  
580,910
580,910

Profit and loss account
  
2,536,735
2,516,047

Equity attributable to owners of the parent Company
  
3,117,845
3,097,157

Non-controlling interests
  
76,094
84,695

  
3,193,939
3,181,852


Page 13

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
REGISTERED NUMBER: 08479092
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2022

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 September 2023.




................................................
M J Revell
Director

The notes on pages 20 to 38 form part of these financial statements.

Page 14

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
REGISTERED NUMBER: 08479092

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Investments
 16 
7,383,122
7,383,122

  
7,383,122
7,383,122

Current assets
  

Debtors: amounts falling due within one year
 18 
147,050
363,858

Cash at bank and in hand
 19 
1,000
902

  
148,050
364,760

Creditors: amounts falling due within one year
  
(3,175,590)
(2,710,875)

Net current liabilities
  
 
 
(3,027,540)
 
 
(2,346,115)

Total assets less current liabilities
  
4,355,582
5,037,007

  

Creditors: amounts falling due after more than one year
  
(589,794)
(1,099,794)

  

Net assets
  
3,765,788
3,937,213


Capital and reserves
  

Called up share capital 
 26 
200
200

Merger reserve
  
580,910
580,910

Profit and loss account brought forward
  
3,356,103
3,356,136

Profit for the year
  
791,850
1,539,967

Other changes in the profit and loss account

  

(963,275)
(1,540,000)

Profit and loss account carried forward
  
3,184,678
3,356,103

  
3,765,788
3,937,213


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 September 2023.


................................................
M J Revell
Director

The notes on pages 20 to 38 form part of these financial statements.

Page 15

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Merger reserve
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity

£
£
£
£
£
£

At 1 January 2022
200
580,910
2,516,047
3,097,157
84,695
3,181,852



Profit for the year
-
-
1,111,913
1,111,913
119,349
1,231,262

Dividend paid to non-controlling interests
-
-
-
-
(127,950)
(127,950)

Dividends
-
-
(1,091,225)
(1,091,225)
-
(1,091,225)


At 31 December 2022
200
580,910
2,536,735
3,117,845
76,094
3,193,939



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021


Called up share capital
Merger reserve
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity

£
£
£
£
£
£

At 1 January 2021
200
580,910
1,721,168
2,302,278
628,980
2,931,258



Profit for the year
-
-
3,297,678
3,297,678
418,514
3,716,192

Dividend paid to non-controlling interests
-
-
-
-
(962,799)
(962,799)

Dividends
-
-
(2,502,799)
(2,502,799)
-
(2,502,799)


At 31 December 2021
200
580,910
2,516,047
3,097,157
84,695
3,181,852


The notes on pages 20 to 38 form part of these financial statements.

Page 16

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Merger reserve
Profit and loss account
Total equity

£
£
£
£

At 1 January 2022
200
580,910
3,356,103
3,937,213



Profit for the year
-
-
791,850
791,850

Dividends
-
-
(963,275)
(963,275)


At 31 December 2022
200
580,910
3,184,678
3,765,788



COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021


Called up share capital
Merger reserve
Profit and loss account
Total equity

£
£
£
£

At 1 January 2021
200
580,910
3,356,136
3,937,246



Profit for the year
-
-
1,539,967
1,539,967

Dividends
-
-
(1,540,000)
(1,540,000)


At 31 December 2021
200
580,910
3,356,103
3,937,213


The notes on pages 20 to 38 form part of these financial statements.

Page 17

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
£
£

Cash flows from operating activities

Profit for the financial year
1,103,312
2,753,393

Adjustments for:

Amortisation of intangible fixed assets
525,152
525,152

Depreciation of tangible fixed assets
1,571,978
1,108,850

Loss on disposal of tangible fixed assets
30,593
112,733

Government grants
-
(110,616)

Interest paid
281,789
193,505

Taxation charge
649,879
661,886

(Increase) in stocks
(524,392)
(210,899)

(Increase)/decrease in debtors
(5,942,745)
1,719,261

Increase in creditors
2,329,000
1,300,252

Increase in provisions
360,000
350,000

Corporation tax (paid)
(422,808)
(680,302)

Net cash generated from operating activities

(38,242)
7,723,215


Cash flows from investing activities

Purchase of tangible fixed assets
(2,785,103)
(2,337,023)

Sale of tangible fixed assets
192,129
20,400

Government grants received
-
110,616

HP interest paid
(126,266)
(83,032)

Net cash from investing activities

(2,719,240)
(2,289,039)
Page 18

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022


2022
2021

£
£



Cash flows from financing activities

Repayment of loans
(103,592)
(91,246)

Repayment of/new finance leases
229,599
(327,779)

Dividends paid
(1,091,225)
(2,502,799)

Interest paid
(155,523)
(110,473)

Net cash used in financing activities
(1,120,741)
(3,032,297)

Net (decrease)/increase in cash and cash equivalents
(3,878,223)
2,401,879

Cash and cash equivalents at beginning of year
4,722,716
2,320,837

Cash and cash equivalents at the end of year
844,493
4,722,716


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
844,493
4,722,716

844,493
4,722,716


The notes on pages 20 to 38 form part of these financial statements.

Page 19

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

Marlborough Highways Group Limited is a private company, limited by shares, registered in England and Wales. The Company's registered office is Woolf House, 15 Regiment Business Park, Eagle Way, Little Waltham, Chelmsford, Essex, CM3 3FY. The principal activity of the company during the year was that of a holding company.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The Group financial statements consolidate the financial statements of Marlborough Highways Group Limited and all its subsidiary undertakings drawn up to 31 December each year.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 January 2014.

Page 20

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for services rendered stated net of discounts, other sales taxes and value added tax.
Revenue arises from an increase in the value of work performed on construction contracts and on the value of service provided during the year. Where the outcome of a long term contract can be estimated reliably and it is probable that the contract will be profitable, revenue and costs are recognised to the stage of completion of the contract activity at the statement of financial position date.  Stage of completion is assessed by reference to the applications made and subsequently certified by the customers. 
A variation is an instruction by the customer for a change in the scope of the work to be performed under the contract. Variations are included in contract revenue when it is probable that the customer will approve the variation and the related adjustment to the contract price can be measured reliably.
A claim is an amount that the contractors seeks to collect from the customer as reimbursement for costs whose inclusion in the contract price is disputed, and may arise from , for example, delays caused by the customer, errors in specification or design and disputed variations in contract work. Claims are included in contract revenue when negotiations with the customer have reached an advanced stage such that it is probable that the customer will accept the claim and the amount of the claim can be measured reliably.
When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately.
Construction work in progress comprises the cost incurred on contracts plus an appropriate proportion  of overheads and attributable profit. Profits is recognised on a percentage completion basis when the outcome of a contract or project can be reasonably foreseen, provision is made in full for estimated losses.  Where the outcome of a contract cannot be reasonably foreseen, profit is taken on completion.  Remedial provisions are made in full for any anticipated remediation work.

 
2.4

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.5

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated statement of comprehensive income in the same period as the related expenditure.

Page 21

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.6

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.7

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 22

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.10

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
Straight line over 50 years.
Long-term leasehold property
-
12.5% straight line
Short-term leasehold property
-
Straight line over the life of the lease.
Plant and machinery
-
25% straight line.
Motor vehicles
-
25% straight line.
Fixtures and fittings
-
25% straight line.

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 23

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.12

Investment in subsidiaries

The consolidated financial statements incorporate the financial statements of the Company and entities (including special purpose entities) controlled by the Group (its subsidiaries). Control is achieved where the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in total comprehensive income from the effective date of acquisition and up to the effective date of disposal, as appropriate using accounting eliminated in full on consolidation.
Investments in subsidiaries are accounted for at cost less impairment in the individual financial statements.

 
2.13

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.14

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.15

Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks and in hand less bank overdrafts.  Bank overdrafts, when applicable, are shown within borrowings in current liabilities.

 
2.16

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.17

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance sheet.

Page 24

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.18

Financial instruments

The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

 
2.19

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements in conformity with FRS 102 requires that use of certain critical accounting estimates and assumptions concerning the future. It also requires management to exercise their judgement in process of applying the Company's accounting policies.
Application of accounting policies in the preparation of the financial statements requires the Board of Directors to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources.
The directors have made key assumptions regarding the stage of completion, future costs to complete and collectability of billings of some contracts. 


4.


Turnover

The total turnover of the Company for the year has been derived from its principal activity wholly undertaken in the UK.


5.


Other operating income

2022
2021
£
£

Government grants receivable - CJRS
-
110,616

-
110,616


Page 25

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

6.


Operating profit

The operating profit is stated after charging:

2022
2021
£
£

Depreciation of owned assets
353,586
104,827

Depreciation of assets on hire puchase and finance leases
1,316,351
562,693

Rent
647,617
691,324

Amortisation of goodwill
525,152
525,152


7.


Auditors' remuneration

2022
2021
£
£

Fees payable to the Group's auditors and its associates for the audit of the Group's annual accounts
23,800
23,800


8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£


Wages and salaries
30,217,485
24,628,529
-
-

Social security costs
2,113,470
1,536,863
-
-

Cost of defined contribution scheme
657,514
556,455
-
-

32,988,469
26,721,847
-
-


The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2022
        2021
        2022
        2021
            No.
            No.
            No.
            No.









Administration
97
89
5
5



Productive
266
241
-
-

363
330
5
5

Page 26

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

9.


Directors' remuneration

2022
2021
£
£

Directors' emoluments
846,391
395,241

Group contributions to defined contribution pension schemes
24,888
80,120

871,279
475,361


During the year retirement benefits were accruing to 3 directors (2021 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £389,721 (2021 - £265,804).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £11,565 (2021 - £NIL).


10.


Interest payable and similar expenses

2022
2021
£
£


Bank interest payable
153,973
110,364

Finance leases and hire purchase contracts
126,266
83,032

Other interest payable
1,550
109

281,789
193,505

Page 27

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

11.


Taxation


2022
2021
£
£

Corporation tax


Current tax on profits for the year
87,292
526,503

Adjustments in respect of previous periods
-
(3,096)


Total current tax
87,292
523,407

Deferred tax


Origination and reversal of timing differences
562,587
138,479

Total deferred tax
562,587
138,479


Tax on profit
649,879
661,886

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2021 - higher than) the standard rate of corporation tax in the UK of 19% (2021 - 19%). The differences are explained below:

2022
2021
£
£


Profit on ordinary activities before tax
1,753,191
3,415,279


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
333,106
648,903

Effects of:


Non-tax deductible amortisation of goodwill and impairment
99,779
99,779

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
32,009
73,717

Capital allowances for year in excess of depreciation
(393,450)
(295,896)

Adjustments to tax charge in respect of prior periods
-
(3,096)

Short-term timing difference leading to an increase (decrease) in taxation
562,587
138,479

Unrelieved tax losses carried forward
15,848
-

Total tax charge for the year
649,879
661,886

Page 28

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
11.Taxation (continued)


Factors that may affect future tax charges

The UK corporate tax rate is increasing from 19% to 25% (effective 1 April 2023). The increase will therefore increase future tax charges accordingly. 


12.


Dividends

2022
2021
£
£


Dividends paid
1,091,225
2,502,799

1,091,225
2,502,799


13.


Parent company profit for the year

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The profit after tax of the parent Company for the year was £791,850 (2021 - £1,539,967).

Page 29

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

14.


Intangible assets

Group and Company





Goodwill

£



Cost


At 1 January 2022
5,251,523



At 31 December 2022

5,251,523



Amortisation


At 1 January 2022
4,320,767


Charge for the year
525,152



At 31 December 2022

4,845,919



Net book value



At 31 December 2022
405,604



At 31 December 2021
930,756



Page 30

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

15.


Tangible fixed assets

Group






Freehold property
Long-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£
£
£



Cost or valuation


At 1 January 2022
4,896,471
950,367
3,341,349
4,910,833
587,821
14,686,841


Additions
-
-
916,401
1,754,948
113,754
2,785,103


Disposals
-
-
(174,599)
(314,624)
-
(489,223)



At 31 December 2022

4,896,471
950,367
4,083,151
6,351,157
701,575
16,982,721



Depreciation


At 1 January 2022
1,891
48,547
1,762,279
1,382,398
274,428
3,469,543


Charge for the year on owned assets
97,959
129,855
56,427
-
69,345
353,586


Charge for the year on financed assets
-
10,905
295,964
1,009,482
-
1,316,351


Disposals
-
-
(135,849)
(130,652)
-
(266,501)



At 31 December 2022

99,850
189,307
1,978,821
2,261,228
343,773
4,872,979



Net book value



At 31 December 2022
4,796,621
761,060
2,104,330
4,089,929
357,802
12,109,742



At 31 December 2021
4,894,580
901,820
1,579,070
3,528,435
313,393
11,217,298

Page 31

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

16.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2022
7,383,122



At 31 December 2022
7,383,122





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

Marlborough Highways Limited
Ordinary 'A' shares and non voting 'D' shares
100%
McDonald Highway Services Limited
Ordinary 'B' shares
100%
Marlborough McDonald Limited
Ordinary 'A' and 'B' shares
57%
Seven Flooring Limited
Ordinary 'A' and 'C' shares
69.5%


17.


Stocks

Group
Group
2022
2021
£
£

Raw materials and consumables
1,289,687
765,295

1,289,687
765,295


Page 32

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

18.


Debtors

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£


Trade debtors
9,649,785
5,820,615
-
-

Amounts owed by group undertakings
-
-
147,050
363,793

Other debtors
2,851,967
572,309
-
65

Prepayments and accrued income
219,942
214,399
-
-

12,721,694
6,607,323
147,050
363,858



19.


Cash and cash equivalents

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Cash at bank and in hand
844,493
4,722,716
1,000
902

844,493
4,722,716
1,000
902



20.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Bank loans
2,599,040
96,016
-
-

Trade creditors
8,502,527
4,926,143
-
-

Amounts owed to group undertakings
-
-
1,547,591
1,000

Corporation tax
12,600
274,449
-
-

Other taxation and social security
2,307,915
3,288,103
1,626,409
2,706,435

Obligations under finance lease and hire purchase contracts
1,880,831
1,577,666
-
-

Other creditors
1,626
680,531
1,590
3,440

Accruals and deferred income
3,268,886
2,347,177
-
-

18,573,425
13,190,085
3,175,590
2,710,875


Page 33

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

21.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Bank loans
1,862,999
4,469,615
-
-

Net obligations under finance leases and hire purchase contracts
1,311,415
1,384,981
-
-

Other creditors
589,794
1,099,794
589,794
1,099,794

3,764,208
6,954,390
589,794
1,099,794


The bank has a debenture including a fixed charge over all present freehold and leasehold property, first fixed charge over book and other debts, chattels, goodwill and uncalled capital, both present and future, and first floating charge over all assets and undertakings both present and future dated 13 June 2016. 
The net obligations under finance leases and hire purchase contracts are secured against the assets to which they relate. 


22.

Loans

2022
2021
        £
        £
Amounts falling due within one year

Bank loans

2,599,040

96,016
 

2,599,040

96,016
 
Amounts falling due 1-2 years

Bank loans

101,930

98,819
 

101,930

98,819
 
Amounts falling due 2-5 years

Bank loans

1,761,069

4,370,796
 

1,761,069

4,370,796
 

4,462,039

4,565,631
 

Page 34

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

23.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2022
2021
£
£

Within one year
1,877,940
1,577,666

Between 1-5 years
1,311,415
1,384,981

3,189,355
2,962,647


24.


Deferred taxation


Group



2022
2021


£

£






At beginning of year
567,061
428,582


Charged to profit or loss
562,587
138,479



At end of year
1,129,648
567,061

Group
Group
2022
2021
£
£

Accelerated capital allowances
1,129,648
567,061

1,129,648
567,061

Page 35

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

25.


Provisions


Group



Other provisions

£





At 1 January 2022
350,000


Charged to profit or loss
360,000



At 31 December 2022
710,000

A provision has been made for costs arising from health and safety commitments. 


26.


Share capital

2022
2021
£
£
Allotted, called up and fully paid



10 (2021 - 10) Ordinary B shares shares of £1.00 each
10
10
10 (2021 - 10) Ordinary C shares shares of £1.00 each
10
10
180 (2021 - 180) Ordinary shares shares of £1.00 each
180
180

200

200



27.


Contingent liabilities

A guarantee exists in favour of the Group's bankers to cover bank borrowings of certain companies. At 31 December 2022 the net potential exposure in respect of this guarantee was £4,462,039 (2021: £4,565,631). The figure is in respect of the gross borrowings and does not take into account the underlying assets of the respective group companies.
In note 25, a specific provision has been made for costs of meeting site health and safety requirements and claims settlements. The provision represents directors' current best estimate which lies as a median within the legally advised range of £300,000 to £1,500,000. However, the exact outcome of the claim will not be known until June 2024.


28.


Non-controlling interests

The minority interest represents 42.65% of the profit or loss for the year generated by Marlborough McDonald Limited.

Page 36

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

29.


Pension commitments

The group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents  contributions payable by the Group to the fund and amounted to £657,514 (2021: £556,455).


30.


Commitments under operating leases

At 31 December 2022 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2022
2021
Group
£
£


Not later than 1 year
325,500
325,000

Later than 1 year and not later than 5 years
1,302,000
1,302,000

Later than 5 years
244,125
569,625

1,871,625
2,196,625


31.


Related party transactions


2022
2022
£
£

J Revell
201,140
401,140
J Woolf
388,654
698,654
589,794
1,099,794
Amounts owed to directors
Directors' loan account creditor balance
-
1,985

At the year end £1,767,231 (2021: £Nil) is owed from Londono M&M Limited, a company which has common directors and shareholders with the Group.
At the year end £176,000 (2021: £Nil) is owed from Lamy Enterprises Ltd, a company which has common directors and shareholders with the Group.


32.


Post balance sheet events

On 30 June 2023 bank loans, amounting to £2,500,000, were repaid in full.


33.


Controlling party

The ultimate controlling party is M J Revell.

Page 37

 
MARLBOROUGH HIGHWAYS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

34.


Transactions with directors

Directors have an interest in dividends voted in the year of £963,275 (2021: £1,540,000).






 
Page 38