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Registered number: 13539623









Argyle Construction (Holdings) Limited









Annual report and financial statements

For the Year Ended 31 August 2024

 
Argyle Construction (Holdings) Limited
 
 
Company Information


Directors
C Alvarez 
J M Morgan 
M R Qureshi 
B Shaw 
D T Smith 
M T Donnachie 
C Wood 




Registered number
13539623



Registered office
The Quad
47 Gibfield Park Avenue

Atherton

M46 0SY




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

3 Stockport Exchange

Stockport

Cheshire

SK1 3GG





 
Argyle Construction (Holdings) Limited
 

Contents



Page
Group strategic report
 
1 - 3
Directors' report
 
4 - 5
Independent auditors' report
 
6 - 9
Consolidated statement of income and retained earnings
 
10
Consolidated balance sheet
 
11
Company balance sheet
 
12
Consolidated statement of changes in equity
 
13
Company statement of changes in equity
 
14
Consolidated statement of cash flows
 
15 - 16
Consolidated analysis of net debt
 
16
Notes to the financial statements
 
17 - 38


 
Argyle Construction (Holdings) Limited
 
 
Group Strategic Report
For the Year Ended 31 August 2024

Introduction
 
The Directors present the Group Strategic Report for the year ended 31 August 2024.

Business review
 
Argyle Group had another strong year generating turnover of £28m (2023: £26m) and EBITDA of £5.5m (2023:£4.8m). 
During the year the Group acquired 100% of the share capital of Lornford Construction Limited, a surfacing company based in Cheshire. This has allowed the Group to expand its geographical reach and deliver a number of synergies and economies of scale. 
Consolidated EBITDA, on a last twelve months basis adjusted for non recurring items, was £6m. 
Despite a slowdown in the housebuilding industry, from which a material proportion of Group turnover derives, the Group has continued to deliver robust profits and outperform  market expectations. 
 
The Surfacing side of the business performed strongly and the Group continued to secure new customers to mitigate the general downturn in the existing customer base. Work from local authorities saw an increase in the latter part of the year and the Group continues to submit further local authority tenders in order to increase revenue from this area of the business. 
The Civil Engineering division has seen a significant increase in the number of new housebuilder sites coming to tender stage and expect this to continue to grow over the forthcoming year. This division has secured new sources of work outside of housebuilding in the year and continues to pursue these opportunities. 
The Group has successfully improved and maintained strong margins throughout the year. Overheads were slightly increased on FY23 levels as the Group invested in people and systems in anticipation of a recovery in the housing market in the forthcoming financial year. 
Following the July 2024 general election the Group expects the Government focus on housebuilding to result in increased opportunities for all areas of the business and a return to  growth in FY25 with a further material step up in FY26. 

Page 1

 
Argyle Construction (Holdings) Limited
 

Group Strategic Report (continued)
For the Year Ended 31 August 2024

Principal risks and uncertainties
 
As a business working in the development and construction sector, the Groups key inherent risks relate to the macro-economic environment and how changes to this environment (political and environment) may affect future business. The directors of the Group have taken steps to protect the Group from such risks by building strong relationships with a diversified range of clients and having a secure pipeline of work. 
Other risks affecting the Group are:
Health and safety risk
This is a natural by-product of construction activities, and could directly impact the financial and reputational well-being of the business. This is an area in which the Group continues to invest and focus upon. The business proactively manages and eliminates risks to our people and the general public through strict governance via policies, procedures and reporting mechanisms, alongside regulated training, approved protective equipment and appropriate pastoral support to employees.
The Group's activities expose it to a number of financial risks, which are addressed as follows:
Credit risk
Credit checks are carried out where appropriate for new and existing customers and for suppliers to whom payments on account are made.
Plant and Fleet risk
Managing our fleet drivers and driver risk together with securing our plant from theft continues to be a risk for the business.
Liquidity and cash flow risk
The Group takes account of cash flow requirements. The Board monitors the level of funds held within the business to
ensure that there are sufficient funds available for working capital requirements, capital expenditure and the payment of tax.
Consideration is also given to the impact of potential downturns in the level of business.
Interest rate risk
The Group utilises assets held under finance lease and hire purchase contracts. Interest rate risk is not considered
significant as the rates are fixed.

Page 2

 
Argyle Construction (Holdings) Limited
 

Group Strategic Report (continued)
For the Year Ended 31 August 2024

Financial key performance indicators
 
Management considers that the Group's key performance indicators are as follows:

2024
2023
%
%



EBITDA margin
20
18

Revenue growth
6
17

Gross profit margin
35
30

Operating profit margin
13
6


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



J Morgan
Director

Date: 19 December 2024

Page 3

 
Argyle Construction (Holdings) Limited
 
 
 
Directors' Report
For the Year Ended 31 August 2024

The directors present their report and the financial statements for the year ended 31 August 2024.

Principal activity

The principal activity of the Group is that of road construction and tarmacadaming. The principal activity of the Company is that of a holding company.

Directors

The directors who served during the year were:

C Alvarez (appointed 3 January 2024)
J M Morgan 
M R Qureshi 
B Shaw 
D T Smith 
D J Halliday (resigned 3 January 2024)
M T Donnachie (appointed 29 July 2024)
C Wood 

Results and dividends

The profit for the year, after taxation, amounted to £1,709,553 (2023 -£1,477,196).

Dividends were paid to shareholders in the year of £nil (2023: £Nil). The directors do not recommend payment of a further dividend.

Directors' responsibilities statement

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

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


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

make judgements and accounting estimates that are reasonable and prudent;

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

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

Page 4

 
Argyle Construction (Holdings) Limited
 
 
 
Directors' Report (continued)
For the Year Ended 31 August 2024

Future developments

The Group will continue to invest in its people, vehicle fleet, equipment and IT systems whilst maintaining its focus on health and safety, delivery, customer service and further development of revenue systems.

Disclosure of information to auditors

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

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

Post balance sheet events

On 29 October 2024, the shareholders of Argyle Construction (Holdings) Limited passed a written resolution to adopt amended Articles of Association and reclassify share capital. This included the reclassification of 1,679 B Ordinary Shares into 1,679 A Preference Shares with preferential dividend rights and priority on capital return.
 
As the resolution was approved after the reporting date of 31st August 2024, it is treated as a non-adjusting post balance sheet event under Section 32 of FRS 102. These changes do not affect the financial position at the reporting date but are expected to create a liability for the Company.

Auditors

The auditorsHurst Accountants Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





J Morgan
Director

Date: 19 December 2024

Page 5

 
Argyle Construction (Holdings) Limited
 
 
 
Independent auditors' report to the members of Argyle Construction (Holdings) Limited
 

Opinion


We have audited the financial statements of Argyle Construction (Holdings) Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 August 2024, which comprise the Consolidated Statement of Income and Retained Earnings, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 August 2024 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


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


Page 6

 
Argyle Construction (Holdings) Limited
 
 
 
Independent auditors' report to the members of Argyle Construction (Holdings) Limited (continued)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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


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


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 7

 
Argyle Construction (Holdings) Limited
 
 
 
Independent auditors' report to the members of Argyle Construction (Holdings) Limited (continued)


Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Identifying and assessing potential risks related to irregularities
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, we considered the following:
 
The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
The outcome of enquiries of local management and parent company management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud.
Supporting documentation relating to the Company's policies and procedures for:
°Identifying, evaluating, and complying with laws and regulations
°Detecting and responding to the risks of fraud
The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, and Anti-bribery and Corruption.
 
Audit response to risks identified
 
Our procedures to respond to the risks identified included the following:
 
Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements.
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud.
Evaluation of the operating effectiveness of management’s controls designed to prevent and detect irregularities.
Enquiring of management about any actual and potential litigation and claims.
Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud.

Page 8

 
Argyle Construction (Holdings) Limited
 
 
 
Independent auditors' report to the members of Argyle Construction (Holdings) Limited (continued)


We have also considered the risk of fraud through management override of controls by:
 
Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error.
Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
Evaluating the rationale of any significant transactions that are unusual or outside the normal course of business.
 
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members
and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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


Use of our report
 

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





John Glover (Senior statutory auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants
Statutory Auditors
3 Stockport Exchange
Stockport
Cheshire
SK1 3GG

 
Date: 
19 December 2024
Page 9

 
Argyle Construction (Holdings) Limited
 
 
Consolidated Statement of Income and Retained Earnings
For the Year Ended 31 August 2024

2024
2023
Note
£
£

  

Turnover
 4 
27,939,200
26,369,029

Cost of sales
  
(18,217,474)
(18,351,902)

Gross profit
  
9,721,726
8,017,127

Administrative expenses
  
(6,095,180)
(4,894,557)

Operating profit
 5 
3,626,546
3,122,570

Interest payable and similar expenses
 9 
(820,122)
(837,655)

Profit before tax
  
2,806,424
2,284,915

Tax on profit
 10 
(1,096,871)
(807,719)

Profit after tax
  
1,709,553
1,477,196

  

  

Retained earnings at the beginning of the year
  
3,840,590
2,363,394

Profit for the year
  
1,709,553
1,477,196

Retained earnings at the end of the year
  
5,550,143
3,840,590

  

There were no recognised gains and losses for 2024 or 2023 other than those included in the consolidated statement of income and retained earnings.

The notes on pages 17 to 38 form part of these financial statements.

Page 10

 
Argyle Construction (Holdings) Limited
Registered number: 13539623

Consolidated Balance Sheet
As at 31 August 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 11 
11,858,685
11,843,114

Tangible assets
 12 
956,050
998,640

  
12,814,735
12,841,754

Current assets
  

Stocks
 14 
81,539
180,407

Debtors: amounts falling due within one year
 15 
8,565,047
7,552,461

Cash at bank and in hand
 16 
5,366,149
3,961,865

  
14,012,735
11,694,733

Creditors: amounts falling due within one year
 17 
(6,542,547)
(5,969,020)

Net current assets
  
 
 
7,470,188
 
 
5,725,713

Total assets less current liabilities
  
20,284,923
18,567,467

Creditors: amounts falling due after more than one year
 18 
(7,402,775)
(7,387,420)

Net assets
  
12,882,148
11,180,047


Capital and reserves
  

Called up share capital 
 22 
14
14

Share premium account
 23 
7,331,991
7,339,443

Profit and loss account
 23 
5,550,143
3,840,590

Equity attributable to owners of the parent Company
  
12,882,148
11,180,047


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




J Morgan
Director

Date: 19 December 2024

The notes on pages 17 to 38 form part of these financial statements.

Page 11

 
Argyle Construction (Holdings) Limited
Registered number: 13539623

Company Balance Sheet
As at 31 August 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 13 
31,715,920
24,937,311

Current assets
  

Debtors: amounts falling due within one year
 15 
402,498
434,450

Cash at bank and in hand
 16 
9
-

Creditors: amounts falling due within one year
 17 
(2,719,548)
(2,982,913)

Net current liabilities
  
 
 
(2,317,041)
 
 
(2,548,463)

Total assets less current liabilities
  
29,398,879
22,388,848

  

Creditors: amounts falling due after more than one year
 18 
(7,225,776)
(7,153,601)

  

Net assets
  
22,173,103
15,235,247


Capital and reserves
  

Called up share capital 
 22 
14
14

Share premium account
 23 
7,331,991
7,339,443

Profit and loss account
  
14,841,098
7,895,790

  
22,173,103
15,235,247


The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not
presented its own Statement of Comprehensive Income in these financial statements.
The profit for the parent company for the period was £6,945,308 (
2023 - £1,641,574).
The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


J Morgan
Director

Date: 19 December 2024

The notes on pages 17 to 38 form part of these financial statements.

Page 12

 
Argyle Construction (Holdings) Limited
 

Consolidated Statement of Changes in Equity
For the Year Ended 31 August 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 September 2022
14
7,339,443
2,363,394
9,702,851


Comprehensive income for the year

Profit for the year
-
-
1,477,196
1,477,196



At 1 September 2023
14
7,339,443
3,840,590
11,180,047


Comprehensive income for the year

Profit for the year
-
-
1,709,553
1,709,553


Contributions by and distributions to owners

Cancellation of shares (see note 22)
-
(7,452)
-
(7,452)


At 31 August 2024
14
7,331,991
5,550,143
12,882,148


The notes on pages 17 to 38 form part of these financial statements.

Page 13

 
Argyle Construction (Holdings) Limited
 

Company Statement of Changes in Equity
For the Year Ended 31 August 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 September 2022
14
7,339,443
6,254,216
13,593,673


Comprehensive income for the year

Profit for the year
-
-
1,641,574
1,641,574



At 1 September 2023
14
7,339,443
7,895,790
15,235,247


Comprehensive income for the year

Profit for the year
-
-
6,945,308
6,945,308


Contributions by and distributions to owners

Cancellation of shares (see note 22)
-
(7,452)
-
(7,452)


At 31 August 2024
14
7,331,991
14,841,098
22,173,103


The notes on pages 17 to 38 form part of these financial statements.

Page 14

 
Argyle Construction (Holdings) Limited
 

Consolidated Statement of Cash Flows
For the Year Ended 31 August 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
1,709,553
1,477,196

Adjustments for:

Amortisation of intangible assets
1,590,248
1,422,269

Depreciation of tangible assets
302,681
255,492

Loss on disposal of tangible assets
(21,362)
(18,713)

Interest charge
820,122
837,655

Taxation charge
1,096,871
807,719

Decrease in stocks
82,637
104,948

Decrease in debtors
965,512
2,268,605

Increase/(decrease) in creditors
235,042
(752,965)

Corporation tax paid
(1,056,920)
(1,276,385)

Net cash generated from operating activities

5,724,384
5,125,821


Cash flows from investing activities

Purchase of intangible fixed assets
(56,848)
(253,987)

Deferred consideration payment
(1,329,155)
(1,212,696)

Purchase of tangible fixed assets
(93,293)
(73,874)

Sale of tangible fixed assets
44,982
66,753

Repayment of professional fees
-
26,073

Cash acquired
3,768,673
-

Acquisition of subsidiary
(5,057,775)
-

Net cash used in investing activities

(2,723,416)
(1,447,731)

Cash flows from financing activities

Repayment of loans
(620,000)
(620,000)

Repayment of finance leases
(198,853)
(300,060)

Interest paid
(746,753)
(544,585)

Hire purchase interest paid
(31,078)
(28,115)

Net cash used in financing activities
(1,596,684)
(1,492,760)

Net increase in cash and cash equivalents
1,404,284
2,185,330

Cash and cash equivalents at beginning of year
3,961,865
1,776,535

Cash and cash equivalents at the end of year
5,366,149
3,961,865


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
5,366,149
3,961,865

5,366,149
3,961,865

Page 15

 
Argyle Construction (Holdings) Limited
 


Consolidated Analysis of Net Debt
For the Year Ended 31 August 2024






At 1 September 2023
Cash flows
New finance leases
Other non-cash changes
At 31 August 2024
£

£

£

£

£

Cash at bank and in hand

3,961,865

1,404,284

-

-

5,366,149

Debt due after 1 year

(7,153,601)

-

-

577,825

(6,575,776)

Debt due within 1 year

(577,709)

620,000

-

(644,829)

(602,538)

Finance leases

(436,935)

198,853

(80,280)

-

(318,362)


(4,206,380)
2,223,137
(80,280)
(67,004)
(2,130,527)

The notes on pages 17 to 38 form part of these financial statements.

Page 16

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

1.


General information

Argyle Construction (Holdings) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 295 Manchester Road, Worsley, Manchester, M28 3HH.
The principal activity of the Group is that of road construction and tarmacadaming. The principal activity of the Company is that of a holding company.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income and Statement of Cash Flows in these financial statements.
The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Income and Retained Earnings from the date on which control is obtained. They are deconsolidated from the date control ceases.

Page 17

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Contracts
When the outcome of contracts can be estimated reliably, contract revenue and contract costs are recognised as revenue and expenses respectively by reference to the stage of completion at the end of the reporting period.
Reliable estimation of the outcome of contracts requires reliable estimates of the stage of completion, future costs and collectability of billings.
The stage of completion is measured by surveys of work performed.
When the outcome of a contract cannot be estimated reliably, revenue is only recognised to the extent of contract costs incurred that it is probable will be recoverable.
When it is probable that total contract costs will exceed total contract revenue on a contract, the expected loss shall be recognised as an expense immediately, with a corresponding provision for an onerous contract.
Revenue in respect of variations to contracts and incentive payments is recognised when it is probable it will be agreed by the customer.
Where costs incurred plus recognised profits less recognised losses exceed progress billing, the balance is shown as due from customers on contracts within debtors.

 
2.4

Operating leases: the Group as lessee

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

 
2.5

Leased assets: the Group as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.6

Finance costs

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

Page 18

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

2.Accounting policies (continued)

 
2.7

Pensions

Defined contribution pension plan

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

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

 
2.8

Current and deferred taxation

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

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

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

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

Page 19

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

2.Accounting policies (continued)

 
2.9

Intangible assets

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Consolidated Statement of Income and Retained Earnings over its useful economic life of 10 years.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
Computer software is amortised over 3 years straight line.

 
2.10

Tangible fixed assets

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

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.

Depreciation is provided on the following basis:

Plant and machinery
-
20% straight line or 25% reducing balance
Motor vehicles
-
20% straight line or 25% reducing balance
Fixtures and fittings
-
20% straight line or 25% reducing balance

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

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

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 20

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

2.Accounting policies (continued)

 
2.12

Stocks

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

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

 
2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment.

Work in progress at the balance sheet date relates to un-invoiced sales at the year end for construction works carried out and completed before the balance sheet date. The value of these are determined by net cash in-flows the company is expected to receive.

 
2.14

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. 

In the Consolidated Statement of Cash Flows, cash is shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.15

Creditors

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

 
2.16

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 21

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

2.Accounting policies (continued)

 
2.17

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

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

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
 
Page 22

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

2.Accounting policies (continued)


2.17
Financial instruments (continued)


Financial liabilities

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

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make significant judgements and estimates that
affect amounts recognised for assets and liabilities at the reporting date and the amounts of revenue and expenses
incurred during the period. Actual outcomes may differ from these judgements, estimates and assumptions.
The directors believe that judgements, estimates and assumptions do not have a significant risk of causing a material
difference to the carrying amounts of the assets and liabilities within the next financial year.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Revenue from contracts
27,939,200
26,369,029


All turnover arose within the United Kingdom.

Page 23

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

5.


Operating profit

The operating profit is stated after charging/(crediting):

2024
2023
£
£

Depreciation
302,681
255,492

Amortisation
1,533,505
1,422,269

Operating lease rentals
119,180
74,115

Profit on disposal of fixed assets
(21,362)
(18,713)


6.


Auditors' remuneration

2024
2023
£
£

Fees payable to the Group's auditors for the audit of the consolidated and parent Company's financial statements
38,150
27,000


Fees payable to the Group's auditor and its associates in respect of:


Financial due diligence
-
24,500

Taxation compliance services
6,000
3,000

Statutory accounts preparation and acquisition accounting
6,500
3,000

12,500
30,500

Page 24

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

7.


Employees

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


Group
Group
2024
2023
£
£


Wages and salaries
3,879,625
2,497,319

Social security costs
498,028
157,956

Cost of defined contribution scheme
64,504
26,887

4,442,157
2,682,162


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


        2024
        2023
            No.
            No.







Management and administrative
47
35



Workforce
50
22

97
57

The Company has no employees other than the directors, who did not receive any remuneration (2023: £nil)

8.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
753,896
599,133

Group contributions to defined contribution pension schemes
5,945
2,642

759,841
601,775


During the year retirement benefits were accruing to 4 directors (2023 -2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £169,483 (2023 -£164,351).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2023 -£NIL).

Page 25

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

9.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
160,151
182,365

Other loan interest payable
586,602
585,000

Finance lease interest payable
31,078
28,115

Amortisation of debt issue costs
42,291
42,175

820,122
837,655


10.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
1,061,021
879,094


Total current tax
1,061,021
879,094

Deferred tax


Origination and reversal of timing differences
35,850
(71,375)

Total deferred tax
35,850
(71,375)


Taxation on profit on ordinary activities
1,096,871
807,719
Page 26

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024
 
10.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 -higher than) the standard rate of corporation tax in the UK of 25% (2023 -25%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
2,806,424
2,284,915


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 -25%)
701,606
571,229

Effects of:


Non-tax deductible amortisation of goodwill and impairment
383,960
355,567

Expenses not deductible for tax purposes
13,060
42,920

Change in tax rates
-
(57,056)

Other timing differences leading to an decrease in taxation
(1,755)
(104,941)

Total tax charge for the year
1,096,871
807,719


Factors that may affect future tax charges

There are no factors that may affect future tax charges.

Page 27

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

11.


Intangible assets

Group and Company





Computer software
Goodwill
Total

£
£
£



Cost


At 1 September 2023
253,987
14,196,621
14,450,608


Additions
56,848
1,548,971
1,605,819



At 31 August 2024

310,835
15,745,592
16,056,427



Amortisation


At 1 September 2023
-
2,607,494
2,607,494


Charge for the year
51,806
1,538,442
1,590,248



At 31 August 2024

51,806
4,145,936
4,197,742



Net book value



At 31 August 2024
259,029
11,599,656
11,858,685



At 31 August 2023
253,987
11,589,127
11,843,114

Computer software relates to the accounting system which was brought into use in March 2024, and will be amortised over a period of 3 years from that point.



Page 28

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

12.


Tangible fixed assets

Group






Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£



Cost


At 1 September 2023
402,850
986,395
-
1,389,245


Additions
15,032
146,100
12,441
173,573


Acquisition of subsidiary
23,750
86,388
-
110,138


Disposals
(4,500)
(180,833)
-
(185,333)


Transfers between classes
(34,050)
34,050
-
-



At 31 August 2024

403,082
1,072,100
12,441
1,487,623



Depreciation


At 1 September 2023
129,340
261,265
-
390,605


Charge for the year
75,119
226,192
1,370
302,681


Disposals
(6,932)
(154,781)
-
(161,713)


Transfers between classes
(27,240)
27,240
-
-



At 31 August 2024

170,287
359,916
1,370
531,573



Net book value



At 31 August 2024
232,795
712,184
11,071
956,050



At 31 August 2023
273,510
725,130
-
998,640


The net book value of assets held under finance leases, included above, are as follows:


2024
2023
£
£



Plant and machinery
108,449
162,674

Motor vehicles
387,789
457,520

496,238
620,194

Page 29

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

13.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost


At 1 September 2023
24,937,311


Additions
6,778,609



At 31 August 2024
31,715,920




Movement in fixed asset investments in the year relates to the acquisition of Lornford Construction Limited in December 2023.


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Argyle (North West) Construction Limited
47 Gibfield Park Avenue, Atherton, Manchester, England, M46 0SY
Ordinary
100%
Lornford Construction Limited
47 Gibfield Park Avenue, Atherton, Manchester, England, M46 0SY
Ordinary
100%


14.


Stocks

Group
Group
2024
2023
£
£

Raw materials and consumables
81,539
180,407


Page 30

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

15.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

  

Trade debtors
  
6,062,123
5,333,182
-
-

Other debtors
  
330,018
468,523
-
-

Called up share capital not paid
  
231,005
238,457
231,005
238,457

Prepayments
  
240,412
151,997
-
24,500

Amounts recoverable on long term contracts
  
1,675,294
1,265,558
-
-

Deferred taxation
 21 
26,195
94,744
171,493
171,493

  
8,565,047
7,552,461
402,498
434,450



16.


Cash

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cash at bank and in hand
5,366,149
3,961,865
9
-



17.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Bank loans
577,825
577,709
577,825
577,709

Trade creditors
2,711,561
2,148,282
-
-

Corporation tax
514,071
245,859
-
-

Other taxation and social security
25,492
64,861
-
-

Obligations under finance lease
141,363
203,116
-
-

Other creditors
1,570,696
1,706,268
1,443,024
1,701,345

Accruals and deferred income
1,001,539
1,022,925
698,699
703,859

6,542,547
5,969,020
2,719,548
2,982,913


Bank and other loans are secured by way of a fixed and floating charge over the assets of the group, refer to note 19.
Obligations under finance leases are secured upon the assets to which they relate.
Included in other creditors is deferred consideration related to acquisitions of subsidiary companies.

Page 31

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

18.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Bank loans
725,776
1,303,601
725,776
1,303,601

Other loans
5,850,000
5,850,000
5,850,000
5,850,000

Obligations under finance leases
176,999
233,819
-
-

Other creditors
650,000
-
650,000
-

7,402,775
7,387,420
7,225,776
7,153,601


Bank and other loans are secured by way of a fixed and floating charge over the assets of the group, refer to note 19.
Obligations under finance leases are secured upon the assets to which they relate.
Included in other creditors is deferred consideration related to acquisitions of subsidiary companies.


Page 32

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

19.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Amounts falling due within one year

Bank loans
577,825
577,709
577,825
577,709

Amounts falling due 1-2 years

Bank loans
570,776
528,601
570,776
528,601

Amounts falling due 2-5 years

Bank loans
155,000
775,000
155,000
775,000

Other loans
5,850,000
5,850,000
5,850,000
5,850,000


7,153,601
7,731,310
7,153,601
7,731,310


Terms of Bank Loans
Included in bank loans are amounts totalling £1,395,000 (2023: £2,015,000) bearing interest at 4% plus the Bank of England Base Rate per annum. The loan is repayable in quarterly instalments of £155,000 commencing October 2021, with the balance due in October 2026. Arrangement fees totalling £133,690 (2023: £175,865) have been capitalised and offset against the bank loan balance and are being amortised over the loan term. The net amount due at the balance sheet date is £1,303,601 (2023: £1,881,310).
Terms of Other Loans
Included in other loans are amounts totalling £5,850,000 (2023: £5,850,000) consisting of 10% fixed rate secured loans notes. The loan notes were issued in October 2021. The interest is repayable on a quarterly basis in arrears with the first interest repayment due on the day after the first anniversary following the date of issue of the notes. The loan notes are redeemable at their principal amount at the earlier of the sale of the Group or October 2026.


20.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2024
2023
£
£

Within one year
141,363
203,116

Between 1-5 years
176,999
233,819

318,362
436,935

Page 33

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

21.


Deferred taxation


Group



2024


£






At beginning of year
94,744


Charged to profit or loss
(35,850)


Arising on business combinations
(32,699)



At end of year
26,195

Company


2024


£






At beginning of year
171,493



At end of year
171,493

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Accelerated capital allowances
(131,257)
(77,730)
-
-

Unpaid interest
171,493
171,493
171,493
171,493

Other timing differences
(14,041)
981
-
-

26,195
94,744
171,493
171,493

Page 34

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

22.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



6,500 (2023 -6,500) Ordinary A shares of £0.001 each
7
7
6,451 (2023 -6,451) Ordinary B shares of £0.001 each
6
6
1,110 (2023 -1,147) Ordinary C shares of £0.001 each
1
1

14

14

The company's A and B ordinary shares, which carry no right to fixed income, each carry the right to one vote for every A / B ordinary share held at general meetings of the company.
The company's C ordinary shares, which carry no right to fixed income, have no voting rights.
During the year, the Company cancelled 37 C shares, resulting in a reduction of unpaid share capital.



23.


Reserves

Share premium account

The share premium account includes any premiums received on the issue of share capital.

Profit and loss account

The profit and loss account includes all current and prior period retained profit and losses.

Page 35

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

24.
 

Business combinations

On 6th December 2023, the Company acquired the entired issued share capital of Lornford Construction Limited.

Acquisition of Lornford Construction Limited

Recognised amounts of identifiable assets acquired and liabilities assumed

Book value
Fair value
£
£

Fixed Assets

Tangible
110,138
110,138

110,138
110,138

Current Assets

Stocks
16,231
16,231

Debtors
1,876,900
1,876,900

Cash at bank and in hand
3,768,673
3,768,673

Total Assets
5,771,942
5,771,942

Creditors

Due within one year
(509,604)
(509,604)

Deferred taxation
(32,699)
(32,699)

Total Identifiable net assets
5,229,639
5,229,639


Goodwill
1,548,970

Total purchase consideration
6,778,609

Consideration

£


Cash
4,936,172

Deferred consideration
1,720,834

Directly attributable costs
121,603

Total purchase consideration
6,778,609

Page 36

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

24.Business combinations (continued)


£


Purchase consideration settled in cash, as above
4,936,172

Directly attributable costs
121,603

5,057,775

Less: Cash and cash equivalents acquired
(3,768,673)

Net cash outflow on acquisition
1,289,102

The goodwill arising on acquisition represents the projected profitability of the acquired business.

The results of Lornford Construction Limited since acquisition are as follows:

Current period since acquisition
£

Turnover
5,941,834

Profit for the period since acquisition
921,670


25.


Pension commitments

The Group operates a defined contribution pension scheme. The assets of the scheme are held seperately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £64,504 (2023: £26,887). Contributions totalling £25,779 (2023: £3,923) were payable to the fund at balance sheet date.


26.


Commitments under operating leases

At 31 August 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2024
2023
£
£

Not later than 1 year
60,825
40,957

Later than 1 year and not later than 5 years
156,375
73,200

217,200
114,157

The Company had no commitments (2023: £Nil) under non-cancellable operating leases at the balance sheet date.

Page 37

 
Argyle Construction (Holdings) Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 August 2024

27.


Related party transactions

In preparing these financial statements, the directors have taken advantage of the exemptions available under section 33 paragraph 1A of the Financial Reporting Standard 102, and have not disclosed transactions entered into between wholly owned group undertakings.


2024
2023
£
£

Deferred consideration payable to a shareholder at balance sheet date
372,190
1,701,345
Loan notes held by controlling party at balance sheet date
5,850,000
5,850,000
Loan note interest charges incurred during the year
586,603
585,000
Accrued loan note interest payable at balance sheet date
685,973
685,973
Rent of plant and property from previous shareholders incurred during the year
23,455
-


28.


Post balance sheet events

On 29 October 2024, the shareholders of Argyle Construction (Holdings) Limited passed a written resolution to adopt amended Articles of Association and reclassify share capital. This included the reclassification of 1,679 B Ordinary Shares into 1,679 A Preference Shares with preferential dividend rights and priority on capital return.
 
As the resolution was approved after the reporting date of 31st August 2024, it is treated as a non-adjusting post balance sheet event under Section 32 of FRS 102. These changes do not affect the financial position at the reporting date but are expected to create a liability for the Company.


29.


Controlling party

The ultimate controlling party is Foresight Regional Investment General Partner LLP.

Page 38