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Registered number: 08304360
Agility Eco Services Ltd
Strategic Report, Directors' Report and
Financial Statements
For the Period 1 October 2023 to 31 March 2024
Contents
Page
Company Information 1
Strategic Report 2—3
Directors' Report 4—5
Independent Auditor's Report 6—7
Profit and Loss Account 8
Balance Sheet 9—10
Statement of Changes in Equity 11
Notes to the Financial Statements 12—20
Page 1
Company Information
Directors Mr P S Khaira
Mr C Keen
Mrs S L Johnson
Mr A J Dear
Mr S Best
Mrs A N Badel
Mr S Ali
Secretaries Mr B N Morrill
Mrs A N Badel
Company Number 08304360
Registered Office Abel Smith House
Gunnels Wood Road
Stevenage
SG1 2ST
Auditors KRW Accountants Ltd
The Mill
Pury Hill Business Park
Towcester
NN12 7LS
Page 1
Page 2
Strategic Report
The directors present their strategic report for the period ended 31 March 2024.
Principal Activity
The principal activities of the company are the support of energy companies in meeting their environmental and social obligations, the provision of community-based programmes to provide advice and support to vulnerable and fuel poor households, and the provision of funded retrofit energy efficiency interventions to qualifying households.   In delivering these services we work hand in hand with energy companies, our network of installation partners, local authorities, housing providers, charities, and other delivery and funding partners.
The Company’s mission is to play a major role in eliminating fuel poverty, to deliver tangible and permanent improvements for low income and vulnerable households and to prepare Britain’s homes for Net Zero.
Review of the Business
The Directors are pleased with the performance of the Company in the period, which saw turnover in the 6 month period of £57.7m (2023 full year £66.3m) and Operating profit of £4.0m (2023 full year - £3.2m).
ECO4, the fourth phase of the Energy Company Obligation has continued to gather momentum which has resulted in increased delivery of ECO measures.  The Company has also secured significant contracts with UK energy companies to deliver fuel poverty programmes under the Warm Home Discount legislation while continuing to successfully deploy Local Authority grant funding through the Home Upgrade Grant (Phase 2) with key Local Authority partners.
The Directors are confident in the future prospects of the Company given that both ECO and WHD legislation will run to at least March 2026 and the government continues to commit further funding into domestic energy efficiency retrofit through Local Authority routes.
With additional funding required to be committed by government to work towards the achievement of the two key legislative targets of net zero by 2050, and eliminating fuel poverty by 2030, the directors have confidence in the growth prospects of the Company over the medium to long term. 
Change of Ownership
On 22nd December 2023 the Group of Companies headed by Agility Impact Holdings Limited, and including this Company, was acquired by M Group Services, a leading infrastructure services provider in the UK.  Joining M Group Services will give the Company a platform to support and accelerate its growth over the coming years.  Further details are available from the AgilityEco website or the M Group services website.
Monitoring performance
Financial performance
The financial Key Performance Indicators (“KPI”) that the directors use to monitor the performance of the Company are Revenue, Gross Margin and EBITDA.
KPI
Current year
Prior year
Context
Revenue
£57.7m
£66.3.m
Measure of the growth of the business and success in winning new contracts, and diversifying into adjacent markets.
Gross Margin
£9.6m
16.7%
£13.4m
20.3%
Reflects the ability to win and sustain contracts at an appropriate margin, and to mitigate price risk.
Operating profit
£4.0m
£3.2m
Overall measure of profitability for the business.
EBITDA
£4.0m
£3.3m
Difference between operating profit and EBITDA is depreciation on fixed assets.
Non-financial performance
As a mission-led business focused on alleviating fuel poverty and supporting the transition to Net Zero, the Company also measures its performance in terms of social and environmental impact, rather than in solely financial terms. The following operational metrics are used to help us measure this impact:
Key operational metrics 
Number of vulnerable households served
50,142 (2022/3 - 36,697)
Number of energy efficiency measure provided
176,363 (2022/3 - 94,465)
Total annual bill savings from energy saving measures
£16.1m (2022/3 - £11.8m)
Average annual savings per household
£373 (2022/3 - £370)
Note that the figures presented for the period are based on internal KPIs monitored within the business, as the Company has not yet published its 2023/2024 Impact Report.  The 2022/23 comparatives are from the Company’s last published Impact Report, which is available on the Company website.
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Principal Risks and Uncertainties
The directors are ultimately responsible for the management of risk. Risk is managed from the perspective of the Group in which the Company resides. A risk framework exists and is regularly reviewed by the directors and management team. Day-to-day responsibility for managing this overall risk framework is devolved to the Finance Director of the Company whilst Managers are responsible for monitoring, managing, and reporting risks in their respective business areas.
The following are the principal risks applicable to the business activity of the Company:
Principal Risks
Nature and Impact
Mitigation
Strategic risk
Government regulation changes to effect that a different funding model is developed for tackling fuel poverty and energy efficency that does not play to the Company's strengths, or funding is ceased or withdrawn in key areas.
Continuous communication with the government and relevant stakeholders including DESNZ and Ofgem, as well as diversification of funding partners and operations.
Key-person dependency in senior management and other critical areas of the business.
Active succession planning, resources planning, investment in training and development.
Commercial risk
Key customer goes out of business or ceases to work with the Company.
Diversification of customer base, diversification of operations, strong relationship management, robust contractual terms.
Supplier market price movements result in margin pressure.
Back-to-back contracting, monitoring market intelligence, ensuring contracts are appropriate length.
Operational risk
Data breach or mishandling of customer data.
Clear data handing policy established and regularly reviewed, and compliance monitored.
I.T security or systems failure.
Staff training, investment in IT support, penetration testing, external reviews.
Future Developments
Looking ahead the directors are optimistic about the prospects for further growth. Environmental and social challenges in our society are growing and as such we are uniquely placed to offer services to a wide range of stakeholders. Energy suppliers, local authorities and social landlords have traditionally been our core business partners and we continue to maintain and develop strong strategic relationships across our partner base.
Our supply chain are critical to our success and we are pleased to have maintained strong relationships with key partners as well as funding relationships with new partners.
In the coming year the Company expects to continue to leverage strong relationships with its clients and supply chain partners to deliver across all its core business areas. With a proven model for deployment of large scale retrofit funding in conjunction with Local Authority and other funding partners we are also positive about our prospects of expanding our footprint across other geographic areas.
Continued government commitment for ECO and WHD funding out to 2030 as a key mechanism in alleviating fuel poverty and achieving Net Zero will allow the Company to continue to support its partners in delivering tangible benefits to UK households.
On behalf of the board
Mr S Best
Director
19 November 2024
Page 3
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Directors' Report
The directors present their report and the financial statements for the period ended 31 March 2024.
Dividends
The profit for the period after taxation amounted to £3,009,638 (2023 - profit of £1,803,823).
During the period the Company declared interim dividends of £3,125,000 (2023 - £3,791,415). The directors do not propose a final dividend.
Financial Instruments
Objectives and Policies
The Directors are responsible for risk management within the Company. The Company has exposure to the following risks through its financial instruments.
Price risk
The Company could be exposed to price risk if the cost of component parts or labour moved sufficiently to cause inflation in install partner costs to such a degree that they exceed the funding available from funding partners for the delivery of measures. The Company mitigates this through diversifying across a range of install partners, through ensuring that funding commitments do not cover too long a period that any pricing risk would be heightened, and through working to align supplier costs to funding agreements for measures.
Credit risk
The Company’s primary credit risk results from its receivables, should a customer or counterparty fail to meet its financial obligations. Credit risk is closely monitored and mitigated through strong relationships and regular contact with customers, alongside robust contractual terms. Cash and financial instruments are all deposited with mainstream banking institutions with strong credit ratings.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company forecasts its cashflow under both normal trading and stress-tested conditions, to monitor liquidity closely, and expectsto meet its liabilities through operating cash flows.
Directors
The directors who held office during the period were as follows:
Mr P S Khaira Appointed 22/12/2023
Mr C Keen Appointed 22/12/2023
Mrs S L Johnson
Mr A J Dear
Mr S Best Appointed 22/12/2023
Mrs A N Badel Appointed 22/12/2023
Mr S Ali Appointed 22/12/2023
Qualifying Third Party Indemnity Insurance
Third party indemnity insurance was provided for all Directors of the Company during the financial year and this continues at the date of approval of the financial statements, under policies held by the Company.
Matters covered in the Strategic Report
Disclosures required under s416(4) of the Companies Act 2006 are commented upon in the Strategic Report as the directors consider them to be of strategic importance to the business.
Statement of Directors' Responsibilities
The directors are responsible for preparing the Strategic Report, the Directors' 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, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', 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 company and of the profit or loss of the company for that period. In preparing the financial statements the directors are required to:
...CONTINUED
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Statement of Directors' Responsibilities - continued
  • select suitable accounting policies and then apply them consistently;
  • make judgments and accounting estimates that are reasonable and prudent;
  • state whether applicable United Kingdom Accounting Standards, comprising FRS102, have been followed subject to any material departures disclosed and explained in the financial statements;
  • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Statement of Disclosure of Information to Auditors
In the case of each director in office at the date the Directors' Report is approved: 
  • so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
  • they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.
On behalf of the board
Mr S Best
Director
19 November 2024
Page 5
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Independent Auditor's Report
Opinion
We have audited the financial statements of Agility Eco Services Ltd for the period ended 31 March 2024 which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes of Equity and the related notes, 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 (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".
In our opinion the financial statements:
  • give a true and fair view of the state of the company's affairs as at 31 March 2024 and of its profit/(loss) for the period 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the 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 entity's ability to continue as a going concern for a period of at least 12 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. In connection with our audit of the financial statements, 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 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 Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
  • the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on Which We Are Required to Report by Exception
In the light of the knowledge and understanding of the company and its 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:
  • adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
  • the financial statements are not in agreement with the accounting records or returns; or
  • certain disclosures of directors' remuneration specified by law are not made; or
  • we have not received all the information and explanations we require for our audit.
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Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out on page 4—5, 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 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.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: 
Our audit procedures were designed to respond to those identified risks, including non-compliance with laws and regulations (irregularities) and fraud that are material to the financial statements. Our audit procedures included but were not limited to:
  • discussing with the directors and management their policies and procedures regarding compliance with laws and regulations;
  • communicating identified laws and regulations throughout our engagement team and remaining alert to any indication of non-compliance throughout the audit; and
  • considering the risk of acts by the company which were contrary to applicable laws and regulations including fraud.
  • Our audit procedures in relation to fraud included but were not limited to:
  • making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
  • gaining an understanding on the internal controls established to mitigate risks related to fraud;
  • discussing with the engagement team the risk of fraud; and
  • addressing the risks of fraud through management override of controls by performing journal entry testing.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use Of Our Report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters that 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.
Mr K R Witchell (Senior Statutory Auditor)
for and on behalf of KRW Accountants Ltd , Statutory Auditor
19 November 2024
KRW Accountants Ltd
The Mill
Pury Hill Business Park
Towcester
NN12 7LS
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Profit and Loss Account
31 March 2024 30 September 2023
Notes £ £
TURNOVER 3 57,665,751 66,282,657
Cost of sales (48,016,660 ) (52,836,368 )
GROSS PROFIT 9,649,091 13,446,289
Administrative expenses (5,644,670 ) (10,232,121 )
OPERATING PROFIT 4 4,004,421 3,214,168
Other interest receivable and similar income 10 145,913 -
Interest payable and similar charges 11 (16,019 ) (31,598 )
PROFIT BEFORE TAXATION 4,134,315 3,182,570
Tax on Profit 12 (334,819 ) (1,378,747 )
PROFIT AFTER TAXATION BEING PROFIT FOR THE FINANCIAL PERIOD 3,799,496 1,803,823
The notes on pages 12 to 20 form part of these financial statements.
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Balance Sheet
Registered number: 08304360
31 March 2024 30 September 2023
Notes £ £ £ £
FIXED ASSETS
Tangible Assets 13 58,866 58,888
Investments 14 2,168,423 2,168,423
2,227,289 2,227,311
CURRENT ASSETS
Stocks 15 76,758 86,917
Debtors 16 18,217,989 19,371,533
Cash at bank and in hand 2,714,800 1,416,751
21,009,547 20,875,201
Creditors: Amounts Falling Due Within One Year 17 (15,702,988 ) (19,777,507 )
NET CURRENT ASSETS (LIABILITIES) 5,306,559 1,097,694
TOTAL ASSETS LESS CURRENT LIABILITIES 7,533,848 3,325,005
Creditors: Amounts Falling Due After More Than One Year 18 (1,089,117 ) (1,073,098 )
PROVISIONS FOR LIABILITIES
Provisions for Charges 21 (60,000 ) -
Deferred taxation 20 (14,716 ) (12,631 )
NET ASSETS 6,370,015 2,239,276
CAPITAL AND RESERVES
Called up share capital 22 14 14
Share premium Account 3,424,480 49,996
Other reserves - 519,426
Profit and Loss Account 2,945,521 1,669,840
SHAREHOLDERS' FUNDS 6,370,015 2,239,276
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On behalf of the board
Mr P S Khaira
Director
Mr S Best
Director
19 November 2024
The notes on pages 12 to 20 form part of these financial statements.
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Statement of Changes in Equity
Share Capital Share Premium Other reserves Profit and Loss Account Total
£ £ £ £ £
As at 1 October 2022 14 49,996 61,607 3,657,432 3,769,049
Profit for the year and total comprehensive income - - - 1,803,823 1,803,823
Dividends paid - - - (3,791,415) (3,791,415)
Movements in other reserves - - 457,819 - 457,819
As at 30 September 2023 and 1 October 2023 14 49,996 519,426 1,669,840 2,239,276
Profit for the period and total comprehensive income - - - 3,799,496 3,799,496
Dividends paid - - - (3,125,000) (3,125,000)
Arising on shares issued during the period - 3,374,484 - - 3,374,484
Movements in other reserves - - 81,759 - 81,759
Transfer to/from Other Reserves - - - 601,185 601,185
Transfer to/from Profit & Loss Account - - (601,185 ) - (601,185)
As at 31 March 2024 14 3,424,480 - 2,945,521 6,370,015
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Notes to the Financial Statements
1. General Information
Agility Eco Services Ltd is a private company, limited by shares, incorporated in England & Wales, registered number 08304360 . The registered office is Abel Smith House, Gunnels Wood Road, Stevenage, SG1 2ST.
2. Accounting Policies
2.1. Basis of Preparation of Financial Statements
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland'' and the Companies Act 2006.
2.2. Financial Reporting Standard 102 - Reduced Disclosure Exemptions
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
  • the requirements of Section 7 Statement of Cash Flows and Section 3 Financial Statement Presentation paragraph 3.17 (d).
2.3. Exemption From Preparing Consolidated Financial Statements
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
The Company is a qualifying entity as its results are consolidated into the financial statements of Minerva Equity Limited which are publicly available. As a qualifying entity the Company has taken advantage of the following exemptions from preparing a statement of cash flows, as allowed by FRS 102 paragraph 1.12(b) from disclosing a table of financial instruments as allowed by FRS 102 paragraph 1.12(c) from disclosing transactions with entities that are part of the Minerva Equity Limited Group where 100% of the voting rights of these entities are controlled within the Group as required by FRS 102 paragraph 33.1A. from disclosing key management personnel compensation, as required by FRS 102 paragraph 33.7.
2.4. Going Concern Disclosure
The Company and the Group within which it sits were both profitable during the year, and at year end both had net current assets. The directors note the general risk factors and uncertainties of the current economic environment, but notwithstanding those factors neither the Company nor the Group are considered to face a threat to their ability to continue in operational existence for the a period of at least twelve months from the date of this report. Accordingly, the financial statements have been prepared on a going concern basis.
2.5. Turnover
Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts. The company recognises revenue when the specific criteria has been met for each of the company's activities; it is probable that the economic benefits will flow to the entity; and the amount of revenue can be reliably measured.
2.6. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
Fixtures & Fittings 10% - 33% straight line
2.7. Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
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2.8. Stocks and Work in Progress
Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks.
Cost is determined using the first-in, first-out method. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads.
Work in progress is reflected in the accounts on a contract by contract basis by recording turnover and related costs as contract activity progresses.
At the end of each reporting period stocks are assessed for impairment. If an item of stock is impaired, the identified stock is reduced to its selling price less costs to complete and sell and an impairment charge is recognised in the profit and loss account. Where a reversal of the impairment is required the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the profit and loss account.
2.9. Cash and Cash Equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.
2.10. Taxation
The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.
2.11. Provisions and Contingencies
Provisions
Provisions are recognised when the company has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount of the obligation can be estimated reliably.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.
Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as a finance cost.
Contingencies
Contingent liabilities are not recognised. Contingent liabilities arise as a result of past events when (i) it is not probable that there will be an outflow of resources or that the amount cannot be reliably measured at the reporting date or (ii) when the existence will be confirmed by the occurrence or non-occurrence of uncertain future events not wholly within the company’s control. Contingent liabilities are disclosed in the financial statements unless the probability of an outflow of resources is remote.
Contingent assets are not recognised. Contingent assets are disclosed in the financial statements when an inflow of economic benefits is probable.
2.12. Pensions
The company operates a defined pension contribution scheme. Contributions are charged to the profit and loss account as they become payable in accordance with the rules of the scheme.
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2.13. Share based payments
The company operates two share schemes, an equity-settled compensation plan and a cash-settled share option scheme.
Under the equity-settled scheme the entity received services from employees as consideration for shares in the ultimate parent company under a Share Incentive Plan (SIP). The fair value of the employees’ services received is measured by reference to the estimated fair value at the grant date of equity instruments granted and is recognised as an expense over the vesting period. The estimated fair value of the equity instrument is calculated with reference to the most recent sale of shares in the ultimate parent company, discounted to reflect the constraints on sales associated with shares allocated within the SIP.
Under the cash-settled share option scheme the shares are vested if any of a range of scenarios occur, including the sale of the company.
Equity settled share-based payments are recognised as administrative expenses within the Profit and Loss Account, and as a credit to the Share-Based Payment Reserve.  Cash settled share-based payments are recognised as administrative expenses within the Profit and Loss Account, and a liability on the Balance Sheet until settled.
3. Turnover
31 March 2024
30 September 2023
£
£
Rendering of services
57,665,553
62,281,838
Other revenue
198
819
image
image
57,665,751
image
66,282,657
image
4. Operating Profit
The operating profit is stated after charging:
31 March 2024 30 September 2023
£ £
Bad debts 285 27,837
Depreciation of tangible fixed assets 23,854 43,872
5. Auditor's Remuneration
Remuneration received by the company's auditors and their associates during the period was as follows:
31 March 2024 30 September 2023
£ £
Audit Services
Audit of the company's financial statements 12,600 15,570
6. Staff Costs
Staff costs, including directors' remuneration, were as follows:
31 March 2024 30 September 2023
£ £
Wages and salaries 2,786,630 4,496,157
Social security costs 785,395 463,894
Other pension costs 98,299 149,500
3,670,324 5,109,551
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7. Average Number of Employees
Average number of employees, including directors, during the period was as follows:
31 March 2024 30 September 2023
Office and administration 134 105
134 105
8. Directors' remuneration
31 March 2024 30 September 2023
£ £
Emoluments 265,400 288,654
Company contributions to money purchase pension schemes 7,800 10,667
273,200 299,321
The number of directors to whom retirement benefits were accruing was as follows:
31 March 2024 30 September 2023
Money purchase pension schemes 3 -
Certain Directors are remunerated for services across a number of Group entities and the cost is borne by the entity in which they are employed, hence there are no costs to include in these financial statements. No recharges have been made in the current year in respect of Directors’ services to this Company.
The number of directors who exercised share options or received shares under long term incentive schemes, was as follows:
31 March 2024 30 September 2023
Directors receiving shares under long term incentive schemes 3 -
The highest paid Director exercised share options over 38,100 D ordinary shares.
9. Share-Based Payments
The Agility Impact Holdings Limited Share Incentive Plan
Agility Impact Holdings the immediate parent of Agility Eco Services Ltd operates two share schemes for employees and management. It recognises and measures its share based payment expense on the basis of a reasonable allocation of the expenses recognised in the group.
The first scheme is an equity settled Share Incentive Plan scheme for employees.  All employees were eligible for the scheme at grant date provided they were employed by the group for at least 12 months.  The only condition of the scheme is that the individual continues to be an employee of the group at time of vesting.
The shares have been valued based at the Fair Value of the shares at grant date which has been revised for prevailing assumptions as at 30th September 2023, taking into consideration that the company was sold to M Group Services on 22nd December 2023.
2024
2023
Number
Number
Number of shares issued brought forward
71,797 
82,378
Granted in the period
-
9,869
Forfeited in the period
-
(20,450)
Exercised in the period
(71,797)
-
image
image
Number of shares issued at the end of the period
image
71,797
image
The total expense recognised in the P & L for Share Incentive Plan for the year was £81,759  (2023 - £457,820)
...CONTINUED
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9. Share-Based Payments - continued
The second scheme is a cash settled Share Option scheme for senior management.  
These vest on exit with exit defined in the agreement as a range of scenarios which include sale of the company.  As the group was acquired by M Group Services on 22nd December 2023,  these options were exercised on this date. The value of the shares and share based payment expense has been aligned to the actual share price paid on this date by the new owners.
2024
2023
Number
Number
Number of shares issued brought forward
66,975 
-
Granted in the period
66,975
Exercised in the period
(66,975)
-
image
image
Number of shares issued at the end of the period
-
image
66,975
image
The total expense recognised in the P & L for the Share Option Scheme for the year was £715,859  (2023 - £2,650,382).
10. Interest Receivable and Similar Income
31 March 2024 30 September 2023
£ £
Other interest receivable 106,196 -
Dividends from other fixed asset investments 39,717 -
145,913 -
The dividends from other fixed asset investments is a dividend from Alto Energy Limited.
11. Interest Payable and Similar Charges
31 March 2024 30 September 2023
£ £
Other finance charges 16,019 31,598
12. Tax on Profit
The tax charge on the profit for the period was as follows:
Tax Rate 31 March 2024 30 September 2023
31 March 2024 30 September 2023 £ £
Current tax
UK Corporation Tax 25.0% 22.0% 368,721 1,389,352
Prior period adjustment (35,987 ) (10,605 )
332,734 1,378,747
Deferred Tax
Origination and reversal of timing differences 2,085 -
Total tax charge for the period 334,819 1,378,747
...CONTINUED
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The actual charge for the period can be reconciled to the expected charge for the period based on the profit and the standard rate of corporation tax as follows:
31 March 2024 30 September 2023
£ £
Profit before tax 4,134,315 3,182,570
Tax on profit at 25% (UK standard rate) 1,033,579 700,484
Goodwill/depreciation not allowed for tax 5,963 9,656
Expenses not deductible for tax purposes 202,337 687,986
Capital allowances (5,979 ) (8,774 )
Short term timing differences 2,085 -
Prior period adjustment (35,987 ) (10,605 )
Dividends from companies (9,929 ) -
Group relief (13,629 ) -
Exercise of employee share options (843,621 ) -
Total tax charge for the period 334,819 1,378,747
13. Tangible Assets
Fixtures & Fittings
£
Cost
As at 1 October 2023 235,226
Additions 23,916
Disposals (73,625 )
As at 31 March 2024 185,517
Depreciation
As at 1 October 2023 176,338
Provided during the period 23,854
Disposals (73,541 )
As at 31 March 2024 126,651
Net Book Value
As at 31 March 2024 58,866
As at 1 October 2023 58,888
14. Investments
Subsidiaries Unlisted Total
£ £ £
Cost
As at 1 October 2023 976,002 1,192,421 2,168,423
As at 31 March 2024 976,002 1,192,421 2,168,423
Provision
As at 1 October 2023 - - -
As at 31 March 2024 - - -
...CONTINUED
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Net Book Value
As at 31 March 2024 976,002 1,192,421 2,168,423
As at 1 October 2023 976,002 1,192,421 2,168,423
Subsidiaries
Details of the company's subsidiaries as at 31 March 2024 are as follows:
Name of undertaking Registered Office Class of shares held Direct holding Indirect holding
Agility Survey Limited Abel Smith House, Gunnels Wood Road, Stevenage, SG1 2ST Ordinary shares 100.00% -
Bierce Surveying Ltd Abel Smith House, Gunnels Wood Road, Stevenage, SG1 2ST Ordinary shares - 100.00%
Unlisted investments
Unlisted investments are the 15% share-holding in Alto Energy Limited.
15. Stocks
31 March 2024 30 September 2023
£ £
Stock 76,758 86,917
16. Debtors
31 March 2024 30 September 2023
£ £
Due within one year
Trade debtors 7,048,854 11,719,158
Amounts owed by group undertakings 4,122,649 1,207
Other debtors 7,046,486 7,651,168
18,217,989 19,371,533
17. Creditors: Amounts Falling Due Within One Year
31 March 2024 30 September 2023
£ £
Trade creditors 6,965,611 4,868,856
Amounts owed to group undertakings 99,325 94,628
Other creditors 74,626 1,225,575
Corporation tax 41,995 251,143
Taxation and social security 603,327 506,526
Accruals and deferred income 7,918,104 12,830,779
15,702,988 19,777,507
18. Creditors: Amounts Falling Due After More Than One Year
31 March 2024 30 September 2023
£ £
Other loans 1,089,117 1,073,098
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19. Loans
31 March 2024 30 September 2023
£ £
Amounts falling due between one and five years:
Other loans 1,089,117 1,073,098
Other borrowings
Unsecured Loan Notes in the name of the company's parent Agility Impact Holdings Limited are denominated in Sterling (£) with a nominal interest rate of 3%, and the final instalment is due on 19 November 2025. The carrying amount at year end is £1,089,117 (2023 - £1,073,098).
20. Deferred taxation
The provision for deferred tax is made up as follows:
31 March 2024 30 September 2023
£ £
Other timing differences 14,716 12,631
21. Provisions for Liabilities
Deferred Tax Other Provisions Total
£ £ £
As at 1 October 2023 12,631 - 12,631
Additions 2,085 60,000 62,085
Balance at 31 March 2024 14,716 60,000 74,716
22. Share Capital
31 March 2024 30 September 2023
Allotted, called up and fully paid £ £
1,350 Ordinary Shares of £ 0.01 each 14 14
23. Other Commitments
The total of future minimum lease payments under non-cancellable operating leases are as following:
31 March 2024 30 September 2023
£ £
Not later than one year 71,878 81,236
Later than one year and not later than five years 280,000 280,000
Later than five years 64,167 99,167
416,045 460,403
The amount of non-cancellable operating lease payments recognised as an expense during the year was £41,635 (2023 - £84,742).
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24. Pension Commitments
The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund.
During the period the charge to profit or loss in respect of defined contribution schemes was £98,299 (2023: £149,500).
At the balance sheet date contributions of £34,526 (2023: £28,935) were due to the fund and are included in creditors.
25. Dividends
31 March 2024 30 September 2023
£ £
On equity shares:
Interim dividend paid 3,125,000 3,791,415
26. Reserves
Share premium
This reserve records the consideration received for shares issued which is in excess of their nominal value, less transactions costs.
Profit and loss reserve
This reserve records the cumulative distributable reserves of the entity, net of dividends paid and other adjustments.
Share based payment reserve
This reserve records the cumulative value of allocations that the company has made to employees under the Share Incentive Plan.
27. Post Balance Sheet Events
On 23 September 2024, PAI Partners, along with other management shareholders, completed the sale of 100% of the share capital in Minerva Equity Limited Group to Midas Bidco I Limited, a company controlled by CVC Capital Partners.
28. Related Party Disclosures
The company has taken advantage of exemption, under 33.1A of the Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", not to disclose transactions with wholly owned subsidiaries within the group.
Alto Energy Limited
During the period the group made sales of £40,330 (2023: £39,985) to the Alto Energy Limited, a company in which Agility Eco Services Limited holds an investment. There was £2,271 (2023: £3,132) outstanding at the year end. During the period Alto Energy Limited charged £149,048 (2023: £432,281) for services to the group. There was £25,209 (2023: £33,973) outstanding at the year end.
29. Controlling Parties
At 31 March 2024, the Company’s immediate parent undertaking was Agility Impact Holdings Limited, a company registered in England and Wales. On 23 September 2024 the ultimate parent undertaking was Midas Midco, a company registered in England and Wales, whose ultimate controlling party is CVC Capital Partners. 
M Group Services Limited is the parent undertaking of the smallest Group to consolidate these financial statements and Minerva Equity Limited is the parent undertaking of the largest Group to consolidate these financial statements for the year ended 31 March 2024. 
Copies of M Group Services Limited and Minerva Equity Limited consolidated financial statements can be obtained from the Company Secretary at the registered office: Abel Smith House, Gunnels Wood Road, Stevenage, Hertfordshire, SG1 2ST.
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