Company registration number 10946823 (England and Wales)
BGEN LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
BGEN LIMITED
COMPANY INFORMATION
Directors
J Groarke
J Sugden
R Whitehead
Company number
10946823
Registered office
BGEN House
Firecrest Court
Centre Park
Warrington
Cheshire
United Kingdom
WA1 1RG
Auditor
Azets Audit Services
Ship Canal House
98 King Street
Manchester
M2 4WU
Bankers
Barclays Bank plc
1st floor
3 Hardman Street
Spinningfields
Manchester
United Kingdom
M3 3HF
Solicitors
Weightmans LLP
India Buildings
Water Street
Liverpool
United Kingdom
L2 0GA
BGEN LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 10
Independent auditor's report
11 - 13
Group statement of comprehensive income
14
Group balance sheet
15
Company balance sheet
16
Group statement of changes in equity
17
Company statement of changes in equity
18
Group statement of cash flows
19
Notes to the financial statements
20 - 39
BGEN LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2024
- 1 -

BGEN Limited is a niche engineering services provider offering differentiated technical services to sophisticated and often highly regulated clients in the infrastructure, manufacturing and research sectors. The service provision consists of the design, fabrication and installation of mechanical, electrical, HVAC and other building services, the manufacture of low voltage switchgear and modules and the execution of systems integration and software activities. This largely results in the provision of sophisticated and highly serviced environments for BGEN Limited clients. The principal sectors in which BGEN Limited operates are life sciences, energy infrastructure, food and beverage, water, oil and gas, chemical, glass, and academic research. Some of these activities in the life sciences sector are channelled through BES Limited in whom BGEN Limited holds a majority and controlling shareholding and in turn through Norwood Limited in whom BES Limited holds a majority and controlling shareholding. Some activities in the food and beverage sector are channelled through BFP Services Limited in whom BGEN Limited holds a majority and controlling shareholding. BES Limited, Norwood Limited and BFP Services Limited file separate financial statements and associated strategic reviews.

 

Our philosophy and intent is to work collaboratively with our clients and by aligning our service offering with their business objectives provide and evolve their assets in a compliant, economic and timely manner to maximise returns. We understand that the provision or modification of an asset is not an end in itself and that the asset only exists to provide a positive effect to the client business.

 

 

The Key Performance Indicators for the period under review are:

 

 

2023 - 2024

2022 - 2023

Turnover

£225.5m

£187.0m

PBIT

£15.0m

£13.0m

Reportable accidents

3

3

 

BGEN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 2 -
Trading review 2023 - 2024

As can be seen from the above statistics 2023/2024 was a continuation of the enviable growth that BGEN has demonstrated over the past years and validates the strategic direction that the Company has pursued. In terms of turnover, profit and profit percentage this was the most successful year since the formation of the company and the profit margin returned is considerably higher than the majority of comparable companies. This is a highly satisfactory performance as investment in manufacturing industry in the UK is still uncertain due to an unfavourable economic landscape driven by domestic and global issues. This was achieved by critically evaluating large opportunities in the industrial and utility infrastructure sectors where our multi-disciplinary service offering differentiates us in the marketplace and then ensuring delivery to the client’s expectations by closer scrutiny from senior management than had previously been the case with a portfolio of smaller projects. We are also pleased to be able to report that are now winning significant project work in the defence and nuclear sectors. This success is allied to our ongoing strength in life sciences where we have seen a broadening of the client base alongside the ongoing relationships with key clients whom BGEN have supported for many years. The Life Science offering is broadening into academia and hospitals alongside the historical business in support of pharmaceutical research and manufacture. The ability for BGEN to collaborate effectively with Norwood and BES remains a key differentiator for the Group, as this enables a variety of execution models from self-perform to sub-contract delivery. BGEN has a policy of prudence in the financial management of the company and the results for the year 2023/2024 have been improved by the release of historical provisions relating to the VMIC project which are now deemed to be insignificant.

 

The Technology Business which largely supports the UK water utilities infrastructure has been operating at close to full capacity strongly and started to win works from new clients in the water sector as well as in the UK electrical and gas infrastructure.

 

The Electrical and Instrument Division performed strongly in the year with a mix of industrial, infrastructure, defence and nuclear clients. Financial performance in the Mechanical Division was excellent due to the large contract awards previously mentioned and these jobs will continue to provide revenue in 2024/2025 indicative of another good performance in this year.

 

The investment in BFP Services has been a notable success with the performance of this company again exceeding expectations in 2023/2024 with a record year for turnover and profit. We continue to expand our offering in the food and beverage sector through a combination of the niche BFP offering allied to a more traditional mechanical and electrical installation service managed through the parent company. As mentioned previously BFP files accounts separately in its own right.

 

In order to broaden the offering the Company chose in 2022 to establish BGEN International Ltd., a separate

Company in which BGEN Ltd. is the majority shareholder. BGEN International is based in Nigeria and aimed to

broaden the offering in Africa and utilise more local labour which is both attractive to our current muti-national client base. However International works in our historical sectors have not returned to pre-pandemic levels and the decision has been taken to close these operations.

 

It has become abundantly clear that BGEN along with all other companies needs to significantly improve the

corporate environmental performance. As well as the obvious ethical argument for this many clients are now

demanding that their supply chain supports their own ambitions. BGEN has invested significantly in this area both financially and with recruitment and has already made significant progress against its’ strategic Net Zero targets and has set stretching future targets and has successfully been accepted into the SBTI reporting initiative. The environmental performance report is published separately. On a related but separate matter BGEN has developed and published its ESG policy and is deliberately taking an ever-growing role in community support, educational liaison and young person training.

 

BGEN is passionate about safety and is justifiably proud if its outstanding safety record. The company reports that there was one RIDDOR reportable injuries incurred during the 2023 calendar year and the injury frequency rate was below the targets set.

BGEN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 3 -
Prospects for 2024 - 2025

The sales performance in the latter half of 2023/2024 was strong and these jobs will largely continue throughout the first half of 2024/2025 and the company enters this year with a record order book and therefore financial performance is anticipated to be extremely healthy. A large muti-year contract in the nuclear sector will ramp up in this year and other large orders are on the point of signature with other clients in the industrial, defence and life science sectors. In the longer term we are aware of and are in negotiation in respect of a number of interesting opportunities that are due to be awarded in the second half of this year. Our water utility AMP and Power/Gas RIO frameworks will continue to generate revenue throughout the year, alongside excellent ongoing term framework performance within the pharmaceutical sector. The company enters the trading year with a strong balance sheet, a healthy cash position and remains debt-free. Strategically the company is well-positioned to further expand its’ offering in support of the low-carbon agenda in the UK, this is an increasing share of the corporate portfolio as we offer consultation and execution services to help our clients achieve their net-zero ambitions as well as playing an increasing role in supporting the evolution of a low-carbon infrastructure in the UK, it is the intention to become one of the major providers of low-carbon solutions to clients in the UK and elsewhere. Our unique skill set positions us well to achieve this ambition. Given the growth in the past few years and the expectations going ahead it is clear that the BGEN needs to strengthen its infrastructure, with strategic system investment projects ongoing, alongside senior and middle-management recruitment.

 

On a more cautionary note, the availability of technically qualified personnel is becoming an issue that has the potential to adversely affect the corporate ability to execute work at these volumes, this is also being experienced by other engineering and construction companies and is a UK-wide issue. Specifically, the shortage of skilled mechanical, electrical and instrument technicians is becoming a national crisis. BGEN continues to invest in apprentice and other vocational training but, as with all construction companies is reliant on external labour to resource large one-off contracts and this is labour pool is decreasing and aging.

 

BGEN Limited is developing an enviable reputation and is valued by clients for a differentiated and flexible offering that has generated a strong track record of successfully meeting their needs to evolve their asset base. As well as maintaining the presence in the industrial, life sciences and water sectors and other areas previously mentioned the Company is seeking to further expand the presence in the low-carbon energy infrastructure, food and beverage sectors as it is likely that investment in these sectors will sustain or increase. BGEN is also exploring entry into the fast- growing data centre market where the existing supply chain is at capacity.

 

The BGEN track record over the past year and the differentiated niche offering, strong order book, healthy cash position and the continued absence of debt means the Company is well positioned to perform substantially better in 2024/2025 than it has in 2023/2024, which was in itself an excellent year for the company. The company has an enviable list of blue-chip clients and has transitioned to operate in sectors where spend is likely occur and has moved away from those sectors that have been worst affected by the external environment.

 

Section 172 statement

The Directors are aware of their responsibilities under the provisions of section 172(1) (a) to (f) Companies Act 2006 and make the following disclosure as required under section 414CZA of the Companies Act 2006.

 

The Directors hold regular and timely discussions to discuss strategic, governance, legal and performance issues and to discuss the results of the Company, as well as setting and approving key financial targets and measures, including annual budgets and expenditure on capital investments.

The strategic decisions of the Directors are driven by the wider Group strategy and pay due regard to the consequences of such decisions in the long-term interests of the stakeholders, the impact on the community and environment in which the Company operates, the need to maintain high standards of business conduct and to treat all stakeholders fairly.

The Directors recognise that the implications of their decisions can have a lasting effect on the Company’s reputation as an employer, a reliable supplier, customer and local stakeholder in the community and strives to ensure that it engages constructively with all parties.

BGEN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 4 -

On behalf of the board

J Sugden
Director
30 August 2024
BGEN LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2024
- 5 -

The directors present their annual report and financial statements for the year ended 30 April 2024.

Principal activities

The principal activity of the company and group was that of the provision of complete engineering supplier services to its blue chip customers, including the design, manufacture, installation and maintenance of Electrical, Instrumentation, HVAC and Mechanical services, LV Switchgear manufacture, the design and installation of Electrical Control Systems. The principal activity of the other subsidiary companies is the provision of temporary human resources, and the design, manufacture and installation of demountable partition solutions.

Results and dividends

The results for the year are set out on page 14.

Ordinary dividends were paid amounting to £642,322 (2023: £1,820,187). The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

J Groarke
J Sugden
R Whitehead
Financial instruments
Financial risk management objectives and policies

The group holds or issues financial instruments in order to achieve three main objectives, being:

 

a) to finance its operations;

b) to manage its exposure to interest and currency risks arising from its operations and from its sources of finance; and

c) for trading purposes.

 

In addition, various financial instruments (e.g. trade debtors and trade creditors) arise directly from the group's operations. Transactions in financial instruments result in the group assuming or transferring to another party one or more of the financial risks described below.

Liquidity risk

The group manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the group has sufficient liquid resources to meet the operating needs of the business.

Interest rate risk

The group is exposed to cash flow interest rate risk on group bank overdrafts and loans.

Foreign currency risk

The group's principal foreign currency exposures arise from trading with overseas companies. The group policy permits but does not demand that these exposures be hedged in order to fix the cost in Sterling. This hedging activity may involve the use of foreign exchange forward contracts.

BGEN LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 6 -
Credit risk

Investments of cash surpluses, borrowings and are made through banks and companies which must fulfil credit rating criteria approved by the Board.

 

All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are reviewed on a regular basis and provision is made for doubtful debts when necessary.

 

Matters covered in strategic report

Particulars of any post balance sheet events and likely future developments have been discussed in the strategic report.

Disabled persons

The group recognises its responsibilities towards disabled persons and gives full and fair consideration to applicants in positions suited to their own particular need where an appropriate opening exists. Where employees become disabled in the course of their employment, every effort is made to provide them continuing employment.

Employee involvement

During the period, management have had a policy of providing employees with information about the group. Regular meetings are held between management and employees to allow a free flow of information and ideas.

Auditor

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

The information provided below addresses the Companies obligations under the Companies (Directors Report) and Limited Liability Partnerships (Energy and Carbon Report Regulations 2018, commonly referred to as Streamlined Energy and Carbon Reporting (‘SECR’).

BGEN Ltd have a mission to create a lasting legacy through the consistent, safe and sustainable delivery of our engineering solutions and to help define the next generation of the company. We recognise that our operations and supply chain may impact negatively on the environment, and we will minimise this. We have systems in place that ensure pollution is prevented, biodiversity is protected, waste is reduced, and that efficient use of energy, water, and resources is practised.

The planet is in a state of ‘Climate Emergency’, and we need to respond to this. We have committed to set science-based greenhouse gas emission reduction targets, covering Scopes 1, 2 and 3 in line with the Science Based Targets Initiative (SBTi) and achievement of these targets will be supported by a Carbon Reduction Plan and Net Zero Pathway.

 

BGEN LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 7 -

GHG Emissions and energy use data for period 1 May 2023 to 30 April 2024.

 

Current Reporting Year (2023/2024)

Comparison Reporting Year (2022/2023)

UK and offshore

UK and offshore

Energy consumption used to calculate emissions (kWh)

6,636,171.00

 

6,045,789.81

 

Emissions from combustion of gas tCO 2e (Scope 1)

142.20

 

169.35

 

Emissions from combustion of fuel for transport purposes (Scope 1)

1,182.38

 

883.28

 

Emissions from business travel in rental cars or employee-owned vehicles where company is responsible for purchasing the fuel (Scope 3)

165.85

 

193.89

 

Emissions from purchased electricity (Scope 2, location-based)

187.87

 

239.46

 

Total gross CO 2e based on above

1,678.30

 

1,485.98

 

Intensity ratio: tCO2e gross figure based on fields above (tco2e/£1million turnover).

7.44

7.95

Methodology

Carbon emissions have been calculated in accordance with the international standard BS EN ISO 14064-1. This methodology is very similar to the assessment of GHG emissions following the GHG Protocol Corporate Reporting Standard and uses the appropriate Government emission conversion factors for greenhouse gas company reporting. Quantification of carbon dioxide equivalent emissions arising from business activities were completed in accordance with the emission factors of Greenhouse gas reporting: conversion factors published by DEFRA, the UK government Department for Business, Energy, and Industrial Strategy for 2023. Additionally, The Inventory of Carbon and Energy has provided carbon equivalent data conversions for complex materials. Global Warming Potentials are stated from IPCC Sixth Assessment Report, 2021 (AR6).

For SECR reporting the activity data collected was converted to net energy values in kWh using the conversion factors published by DEFRA, the UK government Department for Business, Energy, and Industrial Strategy for 2023.

Boundary scope

BGEN Ltd organisational boundary follows the operational control approach.

BGEN Ltd prepare a group Directors report and considers not only our own information but also that of our subsidiaries.

For our 2022-2023 financial year, the reported GHG emissions and energy use data includes all subsidiaries. For our 2023 – 2024 financial year, the reported data excludes the activities of our Norwood subsidiary, as it would not itself be obliged to include if reporting on its own account.

 

BGEN LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 8 -
BGEN LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 9 -

At our St Helens fabrication facility, fluorescent light fittings (T5), in an area of the warehouse have been replaced with LED fittings in the financial year. Annual energy savings have been estimated at 12,929kWh/year.

 

During the financial year May 2023 – April 2024, our subsidiary, BES, have introduced a new electric company car scheme and installation of accompanying charging capabilities at their Sandbrook Park Offices. They have further enhanced their digitalisation capabilities, which allows the business to more accurately record the emissions associated with their value chain. They have also introduced an extended flexible working structure, which reduces the carbon footprint associated with employee commuting travel.

 

Furthermore, to support their overall carbon reduction goals from a holistic perspective, they have successfully achieved their ISO 14001:2015 accreditation; with the necessary environmental training delivered across the organisation, to ensure carbon reduction remains at the forefront of their thinking.

 

Action on Renewable energy, carbon offsets and domestic carbon

 

In the financial year 2023-2024 approximately 66% of our directly procured electricity was provided by a renewable energy tariff (BGEN Ltd). This is backed by Renewable Energy Guarantees of Origin (REGO’s). In 2024/2025 we will look to continue the adoption of renewable electricity at our locations, along with ‘Green gas’ tariffs, where possible. In the same financial period approximately 88% of the electricity consumption at locations managed by our subsidiary BES, was from a renewable energy source.

 

We continue to invest in low carbon technologies within our business operations. We have embarked on a trial of smart socket technologies at two of our office locations (Head Office and Stafford), which have in built machine learning technology and carbon intensity notifications to drive more sustainable consumption of energy.

Our Head Office (Firecrest Zero) continues to have net zero status, and this has been third party verified by Tunley Environmental. Net zero status has been achieved through the implementation of low carbon technologies and an offset value of 207.08 tCO 2e in 2023. The net zero status will be maintained with a further offset of emissions in 2024.

 

To capture energy and emissions savings resulting from the implementation of the technologies at Firecrest Zero, a monitoring system called ‘ThingWorx’ collates circuit level data. In the calendar year 2023 we have estimated carbon savings of approximately 22 tCO 2e. Power generation from the PV panels installed on the roof of Firecrest Zero, is estimated to be 19,585KWh in the calendar year 2023.

Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

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

BGEN LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 10 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
J Groarke
J Sugden
Director
Director
30 August 2024
BGEN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BGEN LIMITED
- 11 -
Opinion

We have audited the financial statements of BGEN Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company 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 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 and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors 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 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.

Opinions on other matters prescribed by the Companies Act 2006

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

BGEN LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BGEN LIMITED
- 12 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

BGEN LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BGEN LIMITED
- 13 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Helen Davies (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
30 August 2024
Chartered Accountants
Statutory Auditor
Ship Canal House
98 King Street
Manchester
M2 4WU
BGEN LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024
- 14 -
2024
2023
Notes
£
£
Turnover
3
225,563,084
187,072,329
Cost of sales
(189,632,409)
(157,618,789)
Gross profit
35,930,675
29,453,540
Administrative expenses
(20,245,172)
(16,616,399)
Operating profit
4
15,685,503
12,837,141
Interest receivable and similar income
8
701,155
234,467
Interest payable and similar expenses
9
(46,187)
(8,367)
Exceptional costs
28
(1,266,574)
-
0
Profit before taxation
15,073,897
13,063,241
Tax on profit
10
(4,089,754)
(2,638,224)
Profit for the financial year
25
10,984,143
10,425,017
Profit for the financial year is attributable to:
- Owners of the parent company
9,591,450
8,540,364
- Non-controlling interests
1,392,693
1,884,653
10,984,143
10,425,017
Total comprehensive income for the year is attributable to:
- Owners of the parent company
9,591,450
8,540,364
- Non-controlling interests
1,392,693
1,884,653
10,984,143
10,425,017
BGEN LIMITED
GROUP BALANCE SHEET
AS AT
30 APRIL 2024
30 April 2024
- 15 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
12
113,911
169,750
Tangible assets
13
4,057,533
4,103,314
Investments
14
12,500
12,500
4,183,944
4,285,564
Current assets
Stocks
16
4,088,598
3,720,459
Debtors
17
69,418,449
52,137,968
Cash at bank and in hand
41,409,456
25,936,616
114,916,503
81,795,043
Creditors: amounts falling due within one year
18
(82,338,136)
(59,465,657)
Net current assets
32,578,367
22,329,386
Total assets less current liabilities
36,762,311
26,614,950
Creditors: amounts falling due after more than one year
19
(192,276)
(320,858)
Provisions for liabilities
Deferred tax liability
22
265,107
330,985
(265,107)
(330,985)
Net assets
36,304,928
25,963,107
Capital and reserves
Called up share capital
24
4,400,000
4,400,000
Revaluation reserve
25
583,105
583,105
Other reserves
25
(5,263,745)
(5,263,745)
Profit and loss reserves
25
31,309,408
21,981,310
Equity attributable to owners of the parent company
31,028,768
21,700,670
Non-controlling interests
5,276,160
4,262,437
36,304,928
25,963,107
The financial statements were approved by the board of directors and authorised for issue on 30 August 2024 and are signed on its behalf by:
J Sugden
Director
Company registration number 10946823 (England and Wales)
BGEN LIMITED
COMPANY BALANCE SHEET
AS AT
30 APRIL 2024
30 April 2024
- 16 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
13
3,204,062
3,054,027
Investments
14
5,309,786
5,309,786
8,513,848
8,363,813
Current assets
Stocks
16
3,538,833
3,107,402
Debtors
17
56,162,765
38,196,232
Cash at bank and in hand
17,360,365
6,863,293
77,061,963
48,166,927
Creditors: amounts falling due within one year
18
(66,897,787)
(43,505,955)
Net current assets
10,164,176
4,660,972
Total assets less current liabilities
18,678,024
13,024,785
Creditors: amounts falling due after more than one year
19
(85,915)
(146,273)
Net assets
18,592,109
12,878,512
Capital and reserves
Called up share capital
24
4,400,000
4,400,000
Revaluation reserve
25
583,105
583,105
Profit and loss reserves
25
13,609,004
7,895,407
Total equity
18,592,109
12,878,512

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £5,976,949 (2023 - £5,332,209 profit).

The financial statements were approved by the board of directors and authorised for issue on 30 August 2024 and are signed on its behalf by:
J Sugden
Director
Company registration number 10946823 (England and Wales)
BGEN LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024
- 17 -
Share capital
Revaluation reserve
Merger reserve
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
£
Balance at 1 May 2022
4,400,000
583,105
(5,263,745)
14,738,946
14,458,306
2,899,971
17,358,277
Year ended 30 April 2023:
Profit and total comprehensive income for the year
-
-
-
8,540,364
8,540,364
1,884,653
10,425,017
Dividends
11
-
-
-
(1,298,000)
(1,298,000)
(522,187)
(1,820,187)
Balance at 30 April 2023
4,400,000
583,105
(5,263,745)
21,981,310
21,700,670
4,262,437
25,963,107
Year ended 30 April 2024:
Profit and total comprehensive income for the year
-
-
-
9,591,450
9,591,450
1,392,693
10,984,143
Dividends
11
-
-
-
(263,352)
(263,352)
(378,970)
(642,322)
Balance at 30 April 2024
4,400,000
583,105
(5,263,745)
31,309,408
31,028,768
5,276,160
36,304,928
BGEN LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024
- 18 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 May 2022
4,400,000
583,105
3,861,198
8,844,303
Year ended 30 April 2023:
Profit and total comprehensive income for the year
-
-
5,332,209
5,332,209
Dividends
11
-
-
(1,298,000)
(1,298,000)
Balance at 30 April 2023
4,400,000
583,105
7,895,407
12,878,512
Year ended 30 April 2024:
Profit and total comprehensive income for the year
-
-
5,976,949
5,976,949
Dividends
11
-
-
(263,352)
(263,352)
Balance at 30 April 2024
4,400,000
583,105
13,609,004
18,592,109
BGEN LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 APRIL 2024
- 19 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
31
21,155,232
(3,992,754)
Interest paid
(46,187)
(8,367)
Income taxes paid
(4,999,367)
(1,234,665)
Net cash inflow/(outflow) from operating activities
16,109,678
(5,235,786)
Investing activities
Purchase of tangible fixed assets
(565,161)
(1,461,794)
Proceeds on disposal of tangible fixed assets
1,025
-
Interest received
701,155
234,467
Net cash generated from/(used in) investing activities
137,019
(1,227,327)
Financing activities
Repayment of bank loans
(10,901)
(10,195)
Payment of finance leases obligations
(120,634)
(82,932)
Dividends paid to equity shareholders
(263,352)
(1,298,000)
Dividends paid to non-controlling interests
(378,970)
(522,187)
Net cash used in financing activities
(773,857)
(1,913,314)
Net increase/(decrease) in cash and cash equivalents
15,472,840
(8,376,427)
Cash and cash equivalents at beginning of year
25,936,616
34,313,043
Cash and cash equivalents at end of year
41,409,456
25,936,616
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
- 20 -
1
Accounting policies
Company information

BGEN Limited (“the company”) is a private limited company incorporated by shares in England and Wales. The registered office is BGEN House, Firecrest Court, Centre Park, Warrington, Cheshire, United Kingdom, WA1 1RG.

 

The group consists of BGEN Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The parent company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 21 -
1.2
Basis of consolidation

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred 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 and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

 

The consolidated group financial statements consist of the financial statements of the parent company BGEN Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 30 April 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

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.

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors prepare detailed profit and cashflow projections for the company. These indicate that the company will generate operating profits and cash sufficient to enable it to continue to meet its obligations as they fall due. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts.

 

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 22 -

Profit on long-term contracts is taken as the work is carried out if the final outcome can be assessed with reasonable certainty. The profit included is calculated on a prudent basis to reflect the proportion of the work carried out at the year end, by recording turnover and related costs as contract activity progresses. Turnover is calculated as that proportion of total contract value which costs incurred to date bear to total expected costs for that contract. Subcontractor costs are accounted for on the basis of certified invoices received. Turnover derived from variations on contracts is recognised only when they have been accepted by the customer. Full provision is made for losses on all contracts during the year in which they are first foreseen.

 

Costs incurred in the early stages of contracts or where progress contract values are individually insignificant are held on the balance sheet as work in progress; related sales invoices are treated as deferred income.

1.5
Intangible fixed assets - goodwill

Goodwill is the difference between amounts paid on the acquisition of a business and the fair value of the identifiable assets and liabilities. It is amortised to the profit and loss account over its estimated useful life of 10 years.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold property
2% straight line
Leasehold land and buildings
20% reducing balance
Plant and equipment
25% straight line, and 15-25% reducing balance
Motor vehicles
25% straight line

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 recognised in the profit and loss account.

 

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.

 

Revaluation of tangible fixed assets

Individual freehold properties are carried at fair value, plus subsequent additions less any subsequent accumulated depreciation and impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.

 

Fair value is determined from market based evidence normally undertaken by professionally qualified valuers.

 

Revaluation gains and losses are recognised in the statement of comprehensive income unless losses exceed the previously recognised gains, or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

1.7
Fixed asset investments

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 23 -
1.8
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

1.9
Stocks

Raw materials and consumables are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks.

 

Long term contract balances relate to cost incurred on contracts in advance of the stage of contract completion and are valued at cost.

1.10
Cash and cash equivalents

Cash at bank and in hand are basic financial assets and include cash in hand and deposits held at call with banks. Bank overdrafts are shown within borrowings in current liabilities.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting end date.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 24 -
Basic financial liabilities

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

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are enacted or substantively enacted at the balance sheet date. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 25 -
1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

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.

1.15
Retirement benefits

The company operates a defined contribution pension scheme and the pension charge represents the amounts payable by the company to the fund in respect of the year.

1.16
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases are charged to the consolidated statement of comprehensive income on a straight line basis over the term of the relevant lease.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.18

Other operating income

Other operating income consists of government grant income receivable in relation to the Coronavirus Job Retention Scheme. Income is recognised once the company is entitled to the income, which is when the claim is submitted.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are 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.

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 26 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Profit recognition on long term contracts

The level of turnover recognised in respect of long term contracts is determined by reference to the proportion of work carried out at the year end, as explained in note 1.4. Professional judgement is applied by the company's own quantity surveyors in order to assess the stage of completion and raise appropriate and reasonable applications for payment.

 

Provisions are made against applications for payment and calculated amounts recoverable on contracts where the company believes there is reasonable doubt regarding the recoverability of amounts receivable.

 

In assessing the overall profitability of a contract, upon which attributable profit is calculated, an estimate is made of the remaining costs to be incurred (including costs associated with variations to the customer's original budget) in order to complete each long term contract. Judgement is also required in identifying loss making contracts in respect of which provision is made in full in the in the year in which the loss is first foreseen.

3
Turnover and other revenue

Turnover represents the amounts derived from the provision of goods and services which fall within the group's ordinary activities, stated net of value added tax.

 

The group operates in three principal areas of activity, that of engineering consultancy and design services, the design and construction of environmental facilities, and the design, manufacture and installation of partitions.

2024
2023
£
£
Turnover analysed by class of business
Engineering, consultancy and design services
189,930,962
142,527,789
Design and construction of environmental facilities
30,093,652
39,050,441
Design, manufacture and installation of partitions
5,538,470
5,494,099
225,563,084
187,072,329
2024
2023
£
£
Other revenue
Interest income
701,155
234,467
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 27 -
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging:
Depreciation of owned tangible fixed assets
502,384
376,030
Depreciation of tangible fixed assets held under finance leases
107,533
61,518
Amortisation of intangible assets
55,839
55,839
Operating lease charges
1,701,848
996,738
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
56,640
40,700
Audit of the financial statements of the company's subsidiaries
53,830
50,543
110,470
91,243
For other services
Taxation compliance services
12,970
10,290
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Production
1,093
942
904
747
Sales and administrative
98
90
83
68
Total
1,191
1,032
987
815

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
69,636,654
55,343,471
58,952,430
43,699,991
Social security costs
7,160,849
5,729,137
6,389,529
4,903,745
Pension costs
2,622,358
2,039,030
2,305,323
1,701,065
79,419,861
63,111,638
67,647,282
50,304,801
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 28 -
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
576,527
466,398
Company pension contributions to defined contribution schemes
32,642
48,053
609,169
514,451

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2023 - 3).

Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
450,458
167,688
Company pension contributions to defined contribution schemes
36,856
34,934
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
701,155
234,467
9
Interest payable and similar expenses
2024
2023
£
£
Other interest on financial liabilities
5,560
990
Interest on finance leases and hire purchase contracts
1,733
7,377
Other interest
38,894
-
Total finance costs
46,187
8,367
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
4,166,446
2,412,181
Adjustments in respect of prior periods
(10,814)
(51,971)
Total current tax
4,155,632
2,360,210
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
10
Taxation
2024
2023
£
£
(Continued)
- 29 -
Deferred tax
Origination and reversal of timing differences
(65,878)
277,810
Adjustment in respect of prior periods
-
0
204
Total deferred tax
(65,878)
278,014
Total tax charge
4,089,754
2,638,224

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
15,073,897
13,063,241
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.49%)
3,768,474
2,546,437
Tax effect of expenses that are not deductible in determining taxable profit
271,948
71,280
Adjustments in respect of prior years
(10,814)
(51,971)
Effect of change in corporation tax rate
-
60,198
Depreciation on assets not qualifying for tax allowances
61,213
37,608
Deferred tax adjustments in respect of prior years
(610)
4,765
Super deduction allowance
-
0
(30,093)
Movement in deferred tax not recognised
(413)
-
Marginal relief
(44)
-
Taxation charge
4,089,754
2,638,224
11
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Equity dividends paid
263,352
1,298,000
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 30 -
12
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 May 2023 and 30 April 2024
512,032
Amortisation and impairment
At 1 May 2023
342,282
Amortisation charged for the year
55,839
At 30 April 2024
398,121
Carrying amount
At 30 April 2024
113,911
At 30 April 2023
169,750
The company had no intangible fixed assets at 30 April 2024 or 30 April 2023.
13
Tangible fixed assets
Group
Freehold property
Leasehold land and buildings
Plant and equipment
Motor vehicles
Total
£
£
£
£
£
Cost or valuation
At 1 May 2023
2,936,376
549,174
2,737,831
605,073
6,828,454
Additions
275,750
6,298
283,113
-
0
565,161
Disposals
-
0
-
0
(1,533)
-
0
(1,533)
At 30 April 2024
3,212,126
555,472
3,019,411
605,073
7,392,082
Depreciation and impairment
At 1 May 2023
460,631
308,861
1,607,042
348,606
2,725,140
Depreciation charged in the year
129,255
54,965
362,433
63,264
609,917
Eliminated in respect of disposals
-
0
-
0
(508)
-
0
(508)
At 30 April 2024
589,886
363,826
1,968,967
411,870
3,334,549
Carrying amount
At 30 April 2024
2,622,240
191,646
1,050,444
193,203
4,057,533
At 30 April 2023
2,475,745
240,313
1,130,789
256,467
4,103,314
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
13
Tangible fixed assets
(Continued)
- 31 -
Company
Freehold property
Plant and equipment
Motor vehicles
Total
£
£
£
£
Cost or valuation
At 1 May 2023
2,936,376
1,579,643
277,878
4,793,897
Additions
275,750
232,681
-
0
508,431
At 30 April 2024
3,212,126
1,812,324
277,878
5,302,328
Depreciation and impairment
At 1 May 2023
460,631
1,001,361
277,878
1,739,870
Depreciation charged in the year
129,255
229,141
-
0
358,396
At 30 April 2024
589,886
1,230,502
277,878
2,098,266
Carrying amount
At 30 April 2024
2,622,240
581,822
-
0
3,204,062
At 30 April 2023
2,475,745
578,282
-
0
3,054,027

The carrying value of freehold property comprises:

Group
Company
2024
2023
2024
2023
£
£
£
£
Freehold
2,255,293
2,076,997
2,255,293
2,076,997
Long leasehold
366,947
398,729
366,947
398,729
2,622,240
2,475,726
2,622,240
2,475,726

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2024
2023
2024
2023
£
£
£
£
Plant and equipment
198,973
258,850
163,046
216,583
Motor vehicles
142,968
190,625
-
0
-
0
341,941
449,475
163,046
216,583

In July 2020, the freehold property portfolio was valued by Legat Owen Chartered Surveyors on an open market basis. The directors consider that there has been no material change in value since July 2020.

If revalued assets were stated on a historical cost basis rather than a fair value basis, the total amounts included would have been approximately £1,602,184, being cost of £2,482,602 and accumulated depreciation of £880,418 (2023: £1,651,836, being cost of £2,482,602 and accumulated depreciation of £830,766).

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 32 -
14
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
5,297,286
5,297,286
Investments in joint ventures
12,500
12,500
12,500
12,500
12,500
12,500
5,309,786
5,309,786
Movements in fixed asset investments
Group
Shares in joint ventures
£
Cost or valuation
At 1 May 2023 and 30 April 2024
12,500
Carrying amount
At 30 April 2024
12,500
At 30 April 2023
12,500
Movements in fixed asset investments
Company
Shares in subsidiaries and joint ventures
£
Cost or valuation
At 1 May 2023 and 30 April 2024
5,309,786
Carrying amount
At 30 April 2024
5,309,786
At 30 April 2023
5,309,786
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 33 -
15
Subsidiaries

Details of the company's subsidiaries at 30 April 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Building Engineering Solutions Limited
1
Ordinary
82.00
-
Satisfy Recruitment Services Limited
1
Ordinary
100.00
-
Norwood Group Limited*
2
Ordinary
0
75.00
BGEN International Limited
1
Ordinary
100.00
-
BGEN Clean Energy Limited
1
Ordinary
100.00
-
BGEN Project Services Limited
1
Ordinary
100.00
-
BGEN Technology Limited
1
Ordinary
100.00
-
BFP Services Limited
1
Ordinary
41.00
-

Despite a 41% shareholding in BFP Services Limited, the entity is classified as a subsidiary due to the control exerted by the directors of BGEN Limited, and the voting rights attached to the shares as detailed in the documentation filed with Companies House.

1) BGen House, Firecrest Court, Warrington, Cheshire, WA1 1RG

2) Maple House, Sandbrook Business Park, Rochdale, England, OL11 1LQ

 

* held indirectly through Building Engineering Services Limited, effective shareholding 62%.

16
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Raw materials and consumables
132,825
140,988
16,034
19,790
Work in progress
3,955,773
3,579,471
3,522,799
3,087,612
4,088,598
3,720,459
3,538,833
3,107,402
17
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
57,017,601
41,032,715
44,200,003
29,251,000
Gross amounts owed by contract customers
8,896,689
7,690,013
8,779,002
6,835,693
Amounts owed by group undertakings
-
-
2,080,831
681,660
Other debtors
339,681
785,702
275,630
558,452
Prepayments and accrued income
3,164,478
2,629,538
1,015,755
1,087,477
69,418,449
52,137,968
56,351,221
38,414,282
Deferred tax asset (note 22)
-
0
-
0
(188,456)
(218,050)
69,418,449
52,137,968
56,162,765
38,196,232
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
17
Debtors
(Continued)
- 34 -

Included within trade debtors is a balance of £7,483,761 (2023: £5,509,918) relating to customer retentions due, of which £3,959,883 (2023: £2,252,956) is due in greater than 1 year of the balance sheet date.

18
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
20
10,000
10,000
-
0
-
0
Obligations under finance leases
21
119,277
122,230
61,608
61,237
Payments received on account
23,599,702
13,469,778
23,245,222
12,059,150
Trade creditors
20,963,921
19,265,789
15,047,730
14,798,194
Amounts owed to group undertakings
-
0
-
0
1,694,012
2,152,572
Corporation tax payable
1,301,779
2,145,514
848,510
877,722
Other taxation and social security
8,967,788
5,952,183
6,818,527
5,136,421
Other creditors
1,416,258
1,113,208
1,210,958
897,612
Accruals and deferred income
25,959,411
17,386,955
17,971,220
7,523,047
82,338,136
59,465,657
66,897,787
43,505,955

Obligations under hire purchase contracts are secured against the assets to which they relate.

 

Details of the bank loans are disclosed in note 20.

19
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
20
10,833
21,734
-
0
-
0
Obligations under finance leases
21
181,443
299,124
85,915
146,273
192,276
320,858
85,915
146,273

Obligations under hire purchase contracts are secured against the assets to which they relate.

 

Details of the bank loans are disclosed in note 20.

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 35 -
20
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
20,833
31,734
-
0
-
0
Payable within one year
10,000
10,000
-
0
-
0
Payable after one year
10,833
21,734
-
0
-
0

The bank loans and overdrafts are secured by a first legal charge over the freehold land and buildings owned by the group, plus a fixed and floating charge over the assets of the group. There is also an unlimited guarantee between all group companies.

 

At the balance sheet date, the aggregate amount payable in respect of bank loans was £20,833 (2023: £31,734), all of which are repayable on demand.

 

Bank loans represent an amount taken out under the bounce back loan scheme. This was drawn down in June 2020, is unsecured and accrues interest at 2.5%.

 

 

21
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
118,788
122,230
61,608
61,237
In two to five years
181,932
299,124
85,915
146,273
300,720
421,354
147,523
207,510

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery and motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 36 -
22
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Accelerated capital allowances
417,354
415,543
-
-
Short term timing differences
(152,247)
(84,558)
-
-
265,107
330,985
-
-
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Company
£
£
£
£
Accelerated capital allowances
-
-
(310,788)
(272,814)
Short term timing differences
-
-
122,332
54,764
-
-
(188,456)
(218,050)
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 May 2023
330,985
218,050
Credit to profit or loss
(65,878)
(29,594)
Liability at 30 April 2024
265,107
188,456
BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 37 -
23
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
2,622,358
2,039,030

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund. At the balance sheet date £477,096 (2023: £265,601) was payable to the fund, included within other creditors.

24
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
4,400,000
4,400,000
4,400,000
4,400,000
25
Reserves
Revaluation reserve

The non-distributable reserve records the increase in fair value of land and buildings and decreases to the extent that such decrease relates to an increase in the same asset.

Merger reserve

The merger reserve is a non-distributable reserve created following the group re-organisation in April 2018 to recognise the fair value of the investments in subsidiary companies of the group at that date.

Profit and loss reserves

The profit and loss reserve represents accumulated trading profit, less equity dividends paid.

26
Financial commitments, guarantees and contingent liabilities

Held within cash is an amount of £827,500 (2023: £nil) in relation to a bond issued by Barclays Bank PLC on behalf of a customer, in favour of the company.

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 38 -
27
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
1,658,856
1,029,831
1,170,604
835,528
Between two and five years
2,295,061
1,410,955
1,609,654
1,098,871
In over five years
275,545
31,333
275,545
31,333
4,229,462
2,472,119
3,055,803
1,965,732
28
Exceptional costs

Exceptional costs consist of legal and professional fees.

29
Related party transactions

The company has taken advantage of the provision under Financial Reporting Standard FRS 102, Section 33.1A, from disclosing transactions and balances with wholly owned subsidiaries within the group headed by BGEN Limited.

 

At the balance sheet date, the company owed £1,694,012 (2023: £1,526,160) to Building Engineering Solutions Limited, a subsidiary undertaking. The amount is unsecured, and represents a trading balance due in less than one year. In the year, the company made sales of £79,039 (2023: £8,549,929) to and purchases of £7,182,011 (2023: £16,278,997) from Building Engineering Solutions Limited.

 

In the year, the company made sales of £nil (2023: £nil) to and purchases of £621,708 (2023: £318,945) from Norwood Group Limited, a subsidiary undertaking. There was no balance owed at the balance sheet date.

 

At the balance sheet date, the company was owed £1,996,704 (2023: £681,660) by BFP Services Limited, a subsidiary undertaking.

 

At the balance sheet date, the company was owed £26,252 (2023: £26,252) by S&B Nuclear Services Limited, a joint venture of the company.

30
Controlling party

In the opinion of the directors there was no individual controlling party in the year.

BGEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 39 -
31
Cash generated from/(absorbed by) group operations
2024
2023
£
£
Profit for the year after tax
10,984,143
10,425,017
Adjustments for:
Taxation charged
4,089,754
2,638,224
Finance costs
46,187
8,367
Investment income
(701,155)
(234,467)
Amortisation and impairment of intangible assets
55,839
55,839
Depreciation and impairment of tangible fixed assets
609,917
437,548
Decrease in provisions
-
(671,250)
Movements in working capital:
Increase in stocks
(368,139)
(1,392,954)
Increase in debtors
(17,280,481)
(1,279,540)
Increase/(decrease) in creditors
23,719,167
(13,979,538)
Cash generated from/(absorbed by) operations
21,155,232
(3,992,754)
32
Analysis of changes in net funds - group
1 May 2023
Cash flows
30 April 2024
£
£
£
Cash at bank and in hand
25,936,616
15,472,840
41,409,456
Borrowings excluding overdrafts
(31,734)
10,901
(20,833)
Obligations under finance leases
(421,354)
120,634
(300,720)
25,483,528
15,604,375
41,087,903
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