REGISTERED NUMBER: 09505558 (England and Wales) |
GROUP STRATEGIC REPORT, |
REPORT OF THE DIRECTOR AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JULY 2023 |
FOR |
KPH GROUP LIMITED |
REGISTERED NUMBER: 09505558 (England and Wales) |
GROUP STRATEGIC REPORT, |
REPORT OF THE DIRECTOR AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JULY 2023 |
FOR |
KPH GROUP LIMITED |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JULY 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Director | 4 |
Report of the Independent Auditors | 6 |
Consolidated Income Statement | 9 |
Consolidated Balance Sheet | 10 |
Company Balance Sheet | 11 |
Consolidated Statement of Changes in Equity | 12 |
Company Statement of Changes in Equity | 13 |
Consolidated Cash Flow Statement | 14 |
Notes to the Consolidated Financial Statements | 15 |
KPH GROUP LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 JULY 2023 |
DIRECTOR: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
Statutory Auditors |
Appledram Barns |
Birdham Road |
Chichester |
West Sussex |
PO20 7EQ |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 JULY 2023 |
The director presents his strategic report of the company and the group for the year ended 31 July 2023. |
REVIEW OF BUSINESS |
We are pleased to report the financial year, which shows an improvement in terms of revenues, profits, and net assets of the business. |
The construction industry in general continued to be challenging throughout 2023 but the group seized many opportunities that arose during the year, which in turn has increased the group market share within the sector. The space in which the group operates continued to be buoyant and new opportunities continued to present themselves. Relationships with existing and new clients continued to be forged and developed through the year. Credit risk within the industry was a concern, and therefore the business continued to adapt and develop its management of this risk. |
The group's range of services to the sector remained focused and adaptable. The business continued to refine existing technical and operation manuals. The refinement of all IT systems were exploited throughout the year and this has allowed the business to improve it's capacity whilst maintaining it's focus of profitability. |
Overall, the board were pleased with the revenue achieved in the year (£25.2m), which is a £9.1m increase from 2022. The board remains focused around profitability and continues to adjudicate all tenders to ensure that any submission fits within the group risk parameters. |
Gross margins continued to remain strong, and whilst they are reduced from 2022, the board are pleased with the overall position. The board note the continued drive for efficiencies and the control and monitoring of gross margins remain a core focus whilst maintaining impeccable project delivery. |
The group has seen a growth in overheads this year, increasing to £3.2m from £2.8m in 2022. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The principal risks of the business lie within the construction industry, the cost and availability of labour, together with the risks associated with the day-to-day operations on site and the delivery of projects. Financial risks remain within the marketplace which place a risk from a financial perspective (credit risk) which in turn might place a risk on the commercial delivery of a project. |
The group continually monitors the financial and operational risk noted and this remains a key focus of the group. The business continues to carry out credit checks on all customers and key suppliers to ensure financial, and operational stability. The business continually monitors its credit control procedures, and this is communicated throughout the business to ensure that no unnecessary exposure is endured. |
The business has several strategic supplier relationships to service the two main areas of supply - being labour provision and waste management. The group continually monitor the performance and delivery of said partners and remains receptive to new supply chains entering the marketplace. The business has successfully implemented and embedded IT systems into these partners to further create efficiencies and identify deficiencies. |
Health and safety risks continue to be measured and monitored by the Health and Safety management team. The provision of new IT systems, business processes and procedures also support this function and safeguards have been put in place to ensure that the function remains robust and continually monitored. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 JULY 2023 |
KEY PERFORMANCE INDICATORS |
The group director has considered the relevant key performance indicators (KPI) and believes the KPIs for its subsidiary, KpH De-Construction Services Ltd, to be most relevant being a full reporting year. |
For the year-ended 31 July 2023 revenues were £25,712,614 (2022 - £16,082,588) with underlying profits before tax of £2,729,424 (2022 - £1,751,701) and the board considered the results to be in line with its expectations. |
- | Turnover increased by £9.1m (57%) from 2022 |
- | Gross profits increased by £1.4m (30%) from 2022 |
- | Net profit before tax increased £977,723 (56%) from 2022 |
- | Zero reportable RIDDOR incidents throughout 2023 (2022: zero) |
ON BEHALF OF THE BOARD: |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
REPORT OF THE DIRECTOR |
FOR THE YEAR ENDED 31 JULY 2023 |
The director presents his report with the financial statements of the company and the group for the year ended 31 July 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the company is that of a group holding company. The principal activity of the subsidiary, KpH De-Construction Services Ltd, continued to be that of Interior Soft Strip, Structural Alteration and Internal Demolition. |
DIVIDENDS |
During the year dividends of £NIL (2022 - £48,000) were paid. |
CASH CONTRIBUTION |
During the year a cash contribution of £NIL (2022 - £4,500,100) (as part consideration) was made to a Employee Ownership Trust, where KpH Group EOT Trustees Limited holds, as nominee only, 75% of the share capital of KpH Group Limited which was previously held by, or beneficially held by, the director. The remaining consideration of £12,500,000 will be funded by future cash contributions to be made from the group in accordance with the terms of the Trust Deed and related agreements and on the approval of the Trustees. |
RESEARCH AND DEVELOPMENT |
The group undertook research and development activities amounting to £47,027 (2022: £342,140) in the year. |
The group undertook research and development activities to develop new methodology on it's projects, which was successfully implemented on-site, and significantly improved the protection of environmental effects, by enhancing the contamination of the surroundings from noise, dust, and debris. |
FUTURE DEVELOPMENTS |
The group continues to advance within the industry it operates and where improvements can be adopted and implemented into the current working practices this is achieved. The group continually strives for excellence and believes through its technological development that this is achievable. In turn this should bolster the group position within the marketplace. |
DIRECTORS |
Other changes in directors holding office are as follows: |
FINANCIAL INSTRUMENTS |
The group has a normal level of exposure to price, credit, liquidity and cash flow risks arising from trading activities which are conducted in sterling. The group does not enter into any formally designated hedging arrangements. |
DONATIONS |
The group paid charitable donations of £2,524 in the year (2022 - £1,691). |
DIRECTORS' INDEMNITIES |
The group has made qualifying third party indemnity provisions for the benefit of the director which were made during the year and remain in force at the date of this report. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
REPORT OF THE DIRECTOR |
FOR THE YEAR ENDED 31 JULY 2023 |
DIRECTOR'S RESPONSIBILITIES STATEMENT |
The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is 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 director is required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is 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. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Lewis Brownlee (Chichester) Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
KPH GROUP LIMITED |
Opinion |
We have audited the financial statements of KpH Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 July 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Financial Statements, including a summary of significant accounting policies. The 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 affairs as at 31 July 2023 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 UK, including the FRC'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 director's 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 and 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 director with respect to going concern are described in the relevant sections of this report. |
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 director is 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. |
Opinions 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 Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
KPH GROUP LIMITED |
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 Report of the Director. |
We have nothing to report in respect of the following matters where 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 director's remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of director |
As explained more fully in the Director's Responsibilities Statement set out on page five, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or has 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 a Report of the Auditors 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. |
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 laws 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 group through discussions with the director and other management, and from our commercial knowledge and experience of the sector; |
- | we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, including legislation such as the Companies Act 2006, taxation legislation and the Health and Safety at Work Act; |
- | we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence, where applicable; and |
- | identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. |
We assessed the susceptibility of the group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
- | making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
- | considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
KPH GROUP LIMITED |
To address the risk of fraud through management bias and override of controls, we: |
- | performed analytical procedures to identify any unusual or unexpected relationships; |
- | tested journal entries to identify unusual transactions; |
- | assessed whether judgements and assumptions made in determining the accounting estimates set out in the accounting policies were indicative of potential bias; and |
- | investigated the rationale behind significant or unusual transactions. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- | agreeing financial statement disclosures to underlying supporting documentation; |
- | reading the minutes of meetings of those charged with governance, where applicable; |
- | enquiring of management as to actual and potential litigation and claims; and |
- | reviewing correspondence with HMRC, relevant regulators and the group’s legal advisors, where applicable. |
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 Report of the Auditors. |
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 a Report of the Auditors 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. |
for and on behalf of |
Chartered Accountants |
Statutory Auditors |
Appledram Barns |
Birdham Road |
Chichester |
West Sussex |
PO20 7EQ |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
CONSOLIDATED |
INCOME STATEMENT |
FOR THE YEAR ENDED 31 JULY 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER | 4 | 25,217,614 | 16,082,588 |
Cost of sales | 19,348,730 | 11,585,263 |
GROSS PROFIT | 5,868,884 | 4,497,325 |
Administrative expenses | 3,150,782 | 2,752,674 |
2,718,102 | 1,744,651 |
Other operating income | 4,550 | - |
OPERATING PROFIT | 6 | 2,722,652 | 1,744,651 |
Interest receivable and similar income | 9,314 | 7,048 |
2,731,966 | 1,751,699 |
Interest payable and similar expenses | 8 | 2,542 | - |
PROFIT BEFORE TAXATION | 2,729,424 | 1,751,699 |
Tax on profit | 9 | 619,196 | 309,950 |
PROFIT FOR THE FINANCIAL YEAR |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
CONSOLIDATED BALANCE SHEET |
31 JULY 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 12 | - | - |
Tangible assets | 13 | 184,028 | 164,047 |
Investments | 14 | - | - |
184,028 | 164,047 |
CURRENT ASSETS |
Stocks | 15 | 488,662 | 305,870 |
Debtors | 16 | 7,709,387 | 3,981,217 |
Cash at bank and in hand | 3,924,189 | 1,440,658 |
12,122,238 | 5,727,745 |
CREDITORS |
Amounts falling due within one year | 17 | 5,896,224 | 1,804,530 |
NET CURRENT ASSETS | 6,226,014 | 3,923,215 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
6,410,042 |
4,087,262 |
CREDITORS |
Amounts falling due after more than one year | 18 | (276,437 | ) | (69,109 | ) |
PROVISIONS FOR LIABILITIES | 20 | (45,791 | ) | (40,567 | ) |
NET ASSETS | 6,087,814 | 3,977,586 |
CAPITAL AND RESERVES |
Called up share capital | 21 | 10 | 10 |
Profit and loss account | 6,087,804 | 3,977,576 |
SHAREHOLDERS' FUNDS | 6,087,814 | 3,977,586 |
The financial statements were approved by the director and authorised for issue on 24 April 2024 and were signed by: |
K J Potter - Director |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
COMPANY BALANCE SHEET |
31 JULY 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 12 |
Tangible assets | 13 |
Investments | 14 |
CURRENT ASSETS |
Debtors | 16 |
CREDITORS |
Amounts falling due within one year | 17 |
NET CURRENT LIABILITIES |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 21 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | - | 48,000 |
The financial statements were approved by the director and authorised for issue on |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 JULY 2023 |
Called up | Profit and |
share | loss | Total |
capital | account | equity |
£ | £ | £ |
Balance at 1 August 2021 | 10 | 7,083,927 | 7,083,937 |
Changes in equity |
Cash contribution | - | (4,500,100 | ) | (4,500,100 | ) |
Dividends | - | (48,000 | ) | (48,000 | ) |
Total comprehensive income | - | 1,441,749 | 1,441,749 |
Balance at 31 July 2022 | 10 | 3,977,576 | 3,977,586 |
Changes in equity |
Total comprehensive income | - | 2,110,228 | 2,110,228 |
Balance at 31 July 2023 | 10 | 6,087,804 | 6,087,814 |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 JULY 2023 |
Called up | Profit and |
share | loss | Total |
capital | account | equity |
£ | £ | £ |
Balance at 1 August 2021 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 July 2022 |
Changes in equity |
Balance at 31 July 2023 |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 JULY 2023 |
2023 | 2022 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 25 | 1,726,419 | 1,112,363 |
Interest paid | (2,542 | ) | - |
Tax paid | (357,458 | ) | (540,000 | ) |
Net cash from operating activities | 1,366,419 | 572,363 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (87,401 | ) | (54,537 | ) |
Sale of tangible fixed assets | 3,000 | - |
Interest received | 9,314 | 7,048 |
Net cash from investing activities | (75,087 | ) | (47,489 | ) |
Cash flows from financing activities |
Amount introduced by directors | 1,200,000 | 500,000 |
Amount withdrawn by directors | (7,801 | ) | (162,305 | ) |
Equity dividends paid | - | (48,000 | ) |
Cash contribution | - | (4,500,100 | ) |
Net cash from financing activities | 1,192,199 | (4,210,405 | ) |
Increase/(decrease) in cash and cash equivalents | 2,483,531 | (3,685,531 | ) |
Cash and cash equivalents at beginning of year |
26 |
1,440,658 |
5,126,189 |
Cash and cash equivalents at end of year | 26 | 3,924,189 | 1,440,658 |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JULY 2023 |
1. | STATUTORY INFORMATION |
KpH Group Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
Monetary amounts in these Financial Statements are rounded to the nearest £1. |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Going concern |
The director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the financial statements. |
Basis of consolidation |
The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings. All financial statements are made up to 31 July 2023. |
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. |
The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities acquired is recognised as goodwill. |
The subsidiary, KpH De-Construction Services Ltd, was acquired on 1 August 2015 and has been included in the group financial statements using the purchase method of accounting. From this date the consolidated income statement and consolidated statement of cash flows include the results of this company. |
Turnover |
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group's activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts. |
The group recognises turnover when: |
- | the amount of revenue can be reliably measured; |
- | it is probable that future economic benefits will flow to the entity; and |
- | specific criteria have been met for each of the company's activities. |
Turnover from contracts for the provision of goods and services is recognised when the outcome of a contract can be measured reliably, the entity will recognise both the income and costs (excluding non-productive costs) by reference to the percentage of completion of the contract. Turnover is calculated as that proportion of the total contract value which costs to date bear to total costs for that contract. Full provision is made for any foreseeable losses. |
Goodwill |
Goodwill, being the amount paid in connection with the acquisition of a business in 2015 has been fully amortised. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
2. | ACCOUNTING POLICIES - continued |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Tangible fixed assets are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life as follows: |
Plant and machinery | - | 20% on reducing balance |
Fixtures and fittings | - | 25% on reducing balance |
Motor vehicles | - | 25% on reducing balance |
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss. |
Stocks |
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method. |
At each reporting date, stocks are assessed for impairment. If stocks are 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. |
Financial instruments |
Financial instruments are classified by the director as basic or advanced following the conditions in FRS 102 Section 11. Basic financial instruments are recognised at amortised cost using the effective interest method, unless the effect of discounting would be immaterial, in which case they are stated at cost. The group’s only non-basic financial instrument relates to share-based payments. This accounting policy is described below. |
Share-based payments |
Certain employees of the group were awarded share options within a group share option scheme. Each tranche is an award and is considered a separate award with its own vesting period and grant date fair value. Fair value of each tranche is measured at the date of grant using the Black-Scholes option pricing model. Compensation expense is recognised over the tranche's vesting period based on the number of awards expected to vest. The number of awards expected to vest is reviewed over the vesting period, with any forfeitures recognised immediately. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
2. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Leasing commitments |
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
Employment benefits |
The costs of short-term employee benefits are recognised as a liability and an expense. |
The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received. |
Termination benefits are recognised immediately as an expense when the group is demonstrably committed to terminate the employment of an employee or to provide termination benefits. |
3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
In the application of the group's accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. |
The critical judgements made by management that have a significant effect on the amounts recognised in the financial statements are described below. |
Critical judgment and estimation uncertainty |
In respect of construction contracts, management undertake regular progress reviews. Profits or losses are recognised within the income statement as part of a contract's revenue and cost where management consider that the outcome of a construction contract can be estimated reliably. Reliable estimates are determined with reference to each contract's stage of completion, future costs to complete and recoverability of amounts invoiced or applied for. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
4. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
2023 | 2022 |
£ | £ |
Construction contracts - UK | 25,217,614 | 16,082,588 |
25,217,614 | 16,082,588 |
5. | EMPLOYEES AND DIRECTORS |
2023 | 2022 |
£ | £ |
Wages and salaries | 1,925,921 | 1,459,941 |
Social security costs | 204,988 | 146,122 |
Other pension costs | 24,114 | 20,907 |
2,155,023 | 1,626,970 |
The average number of employees during the year was as follows: |
2023 | 2022 |
Administration and support | 8 | 7 |
Project delivery, support and admin | 24 | 20 |
The average number of employees by undertakings that were proportionately consolidated during the year was 32 (2022 - 27 ) . |
During the year, a total of key management personnel compensation of £638,440 (2022 - £638,897) was paid. |
2023 | 2022 |
£ | £ |
Directors' remuneration | 100,000 | 41,667 |
6. | OPERATING PROFIT |
The operating profit is stated after charging: |
2023 | 2022 |
£ | £ |
Other operating leases | 66,426 | 57,520 |
Depreciation - owned assets | 58,931 | 51,669 |
Loss on disposal of fixed assets | 5,489 | - |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
7. | AUDITORS' REMUNERATION |
2023 | 2022 |
£ | £ |
Fee payable to the group's auditors and their associates for the audit of the group's financial statements |
13,000 |
11,000 |
Taxation and accounting compliance services | 2,000 | 1,000 |
8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£ | £ |
Interest on overdue taxation | 2,542 | - |
9. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax | 613,971 | 309,286 |
Deferred tax | 5,225 | 664 |
Tax on profit | 619,196 | 309,950 |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£ | £ |
Profit before tax | 2,729,424 | 1,751,699 |
Profit multiplied by the standard rate of corporation tax in the UK of 19 % (2022 - 19 %) |
518,591 |
332,823 |
Effects of: |
Expenses not deductible for tax purposes | 51,038 | 63,617 |
Effect of enacted deferred tax rate | 1,254 | 159 |
tax in prior periods |
Effect of super deduction | - | (2,140 | ) |
Research and development claims | (10,305 | ) | (84,509 | ) |
Profits chargeable at high rate of tax post 31 March 23 | 58,618 | - |
Total tax charge | 619,196 | 309,950 |
Factors that may affect the future tax charges |
The Corporation Tax main rate for the years starting 1 April 2023 increased from 19% to 25%. In addition, a small profits rate of 19% for financial year April 2023 was brought in. The small profits rate will apply to profits of £50,000 or less. These changes were brought into effect during the year and will affect future tax charges. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
10. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
11. | DIVIDENDS |
2023 | 2022 |
£ | £ |
Ordinary shares of £0.001 each |
Interim | - | 48,000 |
12. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
At 1 August 2022 |
and 31 July 2023 | (1,407 | ) |
AMORTISATION |
At 1 August 2022 |
and 31 July 2023 | (1,407 | ) |
NET BOOK VALUE |
At 31 July 2023 | - |
At 31 July 2022 | - |
Goodwill represents the acquisition of the entire share capital of KpH De-Construction Services Ltd. |
The assets and liabilities acquired were as follows: |
£ |
Current assets | 4,793 |
Current liabilities | 3,376 |
Fair value of assets acquired | 1,417 |
Consideration of £10 was paid for 100% of the ordinary share capital on 1 August 2015. Each ordinary share is entitled to one vote in any circumstances. |
The amounts of revenue and profit in respect of this acquisition, since the acquisition date, are shown in the consolidated income statement. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
13. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Plant and | and | Motor |
machinery | fittings | vehicles | Totals |
£ | £ | £ | £ |
COST |
At 1 August 2022 | 64,343 | 100,100 | 246,298 | 410,741 |
Additions | - | - | 87,401 | 87,401 |
Disposals | - | - | (47,699 | ) | (47,699 | ) |
At 31 July 2023 | 64,343 | 100,100 | 286,000 | 450,443 |
DEPRECIATION |
At 1 August 2022 | 28,179 | 53,586 | 164,929 | 246,694 |
Charge for year | 7,232 | 11,629 | 40,070 | 58,931 |
Eliminated on disposal | - | - | (39,210 | ) | (39,210 | ) |
At 31 July 2023 | 35,411 | 65,215 | 165,789 | 266,415 |
NET BOOK VALUE |
At 31 July 2023 | 28,932 | 34,885 | 120,211 | 184,028 |
At 31 July 2022 | 36,164 | 46,514 | 81,369 | 164,047 |
14. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 August 2022 |
and 31 July 2023 |
NET BOOK VALUE |
At 31 July 2023 |
At 31 July 2022 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiary |
Registered office: Unit 1 Paddock Barn Farm, Godstone Road, Caterham, CR3 6SF |
Nature of business: |
% |
Class of shares: | holding |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
15. | STOCKS |
Group |
2023 | 2022 |
£ | £ |
Other inventories | 488,662 | 305,870 |
16. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade debtors | 3,258,607 | 3,040,819 |
Amounts recoverable on contract | 3,815,705 | 600,390 |
Other debtors | 146,312 | 146,811 |
Directors' current accounts | - | 71,736 | - | - |
VAT | 304,339 | - |
Prepayments and accrued income | 184,424 | 121,461 |
7,709,387 | 3,981,217 |
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade creditors | 3,063,810 | 1,005,761 |
Amounts payable on contracts |
and payments received on |
account | 629,515 | 36,973 | - | - |
Corporation Tax | 458,611 | 202,098 |
Social security and other taxes | 47,699 | 53,038 |
VAT | - | 92,507 | - | - |
Other creditors | 135,729 | 96,521 |
Directors' current accounts | 1,120,463 | - | - | - |
Accruals and deferred income | 440,397 | 317,632 |
5,896,224 | 1,804,530 |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
2023 | 2022 |
£ | £ |
Share-based payments | 276,437 | 69,109 |
The group has a share-option scheme which is open to all employees of the group at the discretion of the Board. Options are exercisable at a price equal to the market price of the group's shares on the date of the grant. In the Scheme the options vest over 3 years and are exercisable at the option holders discretion and should the options remain unexercised they lapse after 10 years from the date of the grant. The options also lapse following the employee leaving the group and various other conditions set out in the Scheme Rules. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR - continued |
Options were valued using the Black Scholes option pricing model. No performance conditions were included in the fair value calculations. The model inputs for the current period option grants were as follows: |
2023 |
Exercise price | £0.001 |
Share price at date of grant | £352.40 |
Risk-free interest rate | 0.75% |
Volatility | 22.70% |
Dividend yield | 0.00% |
Contractual life of option (years) | 10 |
The following table summarises the options outstanding at the end of the year and the movements during the year. |
2023 | 2022 |
Outstanding at start of year | 1,765 | - |
Granted during the year | - | 1,765 |
Forfeited during the year | - | - |
Exercised during the year | - | - |
Outstanding at end of year | 1,765 | 1,765 |
The total charge for the year relating to employee share-based payment plans was £207,328 (2022 - £69,109), all of which related to cash settled share-based payment transactions. |
19. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Non-cancellable |
operating leases |
2023 | 2022 |
£ | £ |
Within one year | 97,767 | 96,384 |
Between one and five years | 286,407 | 274,081 |
In more than five years | 230,000 | 290,000 |
614,174 | 660,465 |
20. | PROVISIONS FOR LIABILITIES |
Group |
2023 | 2022 |
£ | £ |
Deferred tax | 45,791 | 40,567 |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
20. | PROVISIONS FOR LIABILITIES - continued |
Group |
Deferred tax |
£ |
Balance at 1 August 2022 | 40,567 |
Accelerated capital allowances | 5,224 |
Balance at 31 July 2023 | 45,791 |
The deferred tax rate used is 25% as set out in the government's Budget (2021 - 25%). |
21. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £0.001 | 10 | 10 |
22. | PENSION COMMITMENTS |
The group operates a defined contribution pension scheme. At the balance sheet date the group had an outstanding pension contributions liability of £4,942 (2022 - £4,157). |
23. | CAPITAL COMMITMENTS |
2023 | 2022 |
£ | £ |
Contracted but not provided for in the |
financial statements | 74,158 | 131,888 |
24. | RELATED PARTY DISCLOSURES |
During the year a cash contribution of £NIL (2022 - £4,500,100) (as part consideration) was made to a Employee Ownership Trust, where KpH Group EOT Trustees Limited holds, as nominee only, 75% of the share capital of KpH Group Limited which was previously held by, or beneficially held by, the director. The remaining consideration of £12,500,000 will be funded by future cash contributions to be made from the group in accordance with the terms of the Trust Deed and related agreements and on the approval of the Trustees. |
Summary of transactions with subsidiary |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned members of the group. |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
Summary of transactions with other related parties |
During the year, the group was recharged costs of £121,753 (2022 - £46,639) from a connected party. At the year end, the connected party was owed £152,753 (2022 - £87,954) from the group, included within creditors. |
During the year, a connected party was recharged costs of £49,280 (2022 - £13,700) from the group. At the year end, the group was owed £36,186 (2022 - £52,108), included within debtors. |
Included in administrative expenses, rent of £50,176 (2022 - £38,850) was charged by a connected party. |
At the year end, the group was owed £136,837 (2022 - £136,837) from a connected party, included within other debtors. |
25. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2023 | 2022 |
£ | £ |
Profit before taxation | 2,729,424 | 1,751,699 |
Depreciation charges | 58,932 | 51,669 |
Loss on disposal of fixed assets | 5,489 | - |
Finance costs | 2,542 | - |
Finance income | (9,314 | ) | (7,048 | ) |
2,787,073 | 1,796,320 |
Increase in stocks | (182,792 | ) | (84,078 | ) |
Increase in trade and other debtors | (3,495,567 | ) | (778,426 | ) |
Increase in trade and other creditors | 2,617,705 | 178,547 |
Cash generated from operations | 1,726,419 | 1,112,363 |
26. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 31 July 2023 |
31/7/23 | 1/8/22 |
£ | £ |
Cash and cash equivalents | 3,924,189 | 1,440,658 |
Year ended 31 July 2022 |
31/7/22 | 1/8/21 |
£ | £ |
Cash and cash equivalents | 1,440,658 | 5,126,189 |
KPH GROUP LIMITED (REGISTERED NUMBER: 09505558) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
27. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1/8/22 | Cash flow | At 31/7/23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 1,440,658 | 2,483,531 | 3,924,189 |
1,440,658 | 2,483,531 | 3,924,189 |
Total | 1,440,658 | 2,483,531 | 3,924,189 |