REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
FOR |
C3 CONSTRUCTION HOLDINGS LIMITED |
REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
FOR |
C3 CONSTRUCTION HOLDINGS LIMITED |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Statement of Comprehensive Income | 8 |
Balance Sheet | 9 |
Statement of Changes in Equity | 10 |
Notes to the Financial Statements | 11 |
C3 CONSTRUCTION HOLDINGS LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
Directors: |
Registered office: |
Registered number: |
Auditors: |
1 Merus Court |
Meridian Business Park |
Leicester |
LE19 1RJ |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
The directors present their strategic report for the year ended 30 September 2024. |
Introduction |
The principal activity of the Company during the year was that of a holding company. |
Review of business |
The Company is a holding company with an investment in a trading subsidiary company. The Company has been profitable during the year, receiving investment income from its subsidiary. |
Principal risks and uncertainties |
The management of the business and the execution of the Company's strategy are subject to a number of risks. Risks are formally reviewed by the board and appropriate processes are put in place to monitor and mitigate them. |
Liquidity risk |
The Group is financed by appropriate long and short term finance to match the needs of the business. |
Financial key performance indicator |
The key performance indicator of the Company is the net profit. |
During the year, profit before tax has decreased by £907,916 (47%) to £1,003,622 compared to £1,911,538 in 2023. |
Other key performance indicators |
The Company has not identified any non financial key performance indicators. |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
Directors' statement of compliance with duty to promote the success of company |
S172 (1) Statement |
During the year, the directors have had regard to the matters set out in S172 (1) (a) to (f) of the Companies Act 2006 whilst performing their duties. Decisions have been made in good faith to benefit the members as a whole and to promote the success of the Company. |
Specifically, the directors have considered the following: |
S172 (1) (a) The likely consequences of any decision in the long term |
The directors understand the business and the environment in which it operates and the consequences of any long term decisions. There is a clear plan for growth which ensures they deliver a reputable service whilst satisfying the shareholder needs. Improving environmental performance and operating processes are a fundamental part of the business strategy. This is key to ensuring that the Company delivers a duty of care for the benefit of future generations. |
S172 (1) (b) The interests of the Company's employees |
There are no employees of the Company other than the directors listed in the Company information page. Regular communications are had when making decisions to ensure that the best course of action is delivered for the long-term company strategy. |
S172 (1) (c) The need to foster the Company's business relationships with suppliers, customers and others |
As a holding company which does not trade, there are no suppliers or customers with which the Company interacts. |
S172 (1) (d) The impact of the Company's operations on the community and the environment |
The Company recognises the importance of minimising the impact of operations on the community and the environment and takes into consideration the views of all stakeholders. |
S172 (1) (e) The desirability of the Company for maintaining a reputation for high standards of business conduct |
The Company acknowledges that sustainable growth is only achievable by maintaining a reputation of quality and adhering to the codes of good business practice. |
S172 (1) (f) The need to act fairly between members of the Group |
When making decisions, the directors consider which course of action best delivers the Group strategy in the long term, taking into consideration all stakeholders of the Group. |
On behalf of the board: |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
The directors present their report with the financial statements of the Company for the year ended 30 September 2024. |
Dividends |
The profit for the year, after taxation, amounted to £1,003,622 (2023 - £1,911,538). |
During the year a dividend of £1,003,622 (2023 - £1,911,538) was recommended by the directors. |
Future developments |
Going forward, the directors aim for the Company to perform consistently and continue to hold an investment in the subsidiary company. |
Post balance sheet events |
There have been no significant events affecting the Company since the year end. |
Directors |
The directors shown below have held office during the whole of the period from 1 October 2023 to the date of this report. |
Environmental matters |
C3 Constructions Holdings Limited is exempt from the requirement to disclose SECR information. The SECR information pertaining to C3 Construction Limited, the immediate trading subsidiary categorised as large under Company law, can be found in the consolidated financial statements of the parent company C3 Construction Group Limited. |
Directors' responsibilities statement |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. |
The 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. |
Statement as to disclosure of information to auditors |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Company's auditors are aware of that information. |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
Auditors |
The auditors, Haines Watts Audit EM Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
On behalf of the board: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
C3 CONSTRUCTION HOLDINGS LIMITED |
Opinion |
We have audited the financial statements of C3 Construction Holdings Limited (the 'Company') for the year ended 30 September 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the Company's affairs as at 30 September 2024 and of its 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 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 Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
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 the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors 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 Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, 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 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
C3 CONSTRUCTION HOLDINGS LIMITED |
Responsibilities of directors |
As explained more fully in the Directors' Responsibilities Statement set out on page four, 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 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. |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
- | Enquiry of management and those charged with governance around actual, potential or suspected litigation, claims, non-compliance with applicable laws and regulations and fraud. |
- | Enquiry of entity staff in tax and compliance functions and external advisors to identify any instances of noncompliance with laws and regulations. |
- | Performing audit work over the risk of management override, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias. |
- | Reviewing of financial statements disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. |
- | Discussions with the engagement team in relation to how and where fraud might occur in the financialstatements and any potential indicators of fraud. |
- | Reviewing any minutes for meetings during the year. |
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
1 Merus Court |
Meridian Business Park |
Leicester |
LE19 1RJ |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
STATEMENT OF COMPREHENSIVE |
INCOME |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
2024 | 2023 |
Notes | £ | £ |
Turnover |
Operating profit |
Income from shares in group undertakings |
Profit before taxation |
Tax on profit | 4 |
Profit for the financial year |
Other comprehensive income | - | - |
Total comprehensive income for the year |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
BALANCE SHEET |
30 SEPTEMBER 2024 |
2024 | 2023 |
Notes | £ | £ |
Fixed assets |
Investments | 7 |
Total assets less current liabilities |
Capital and reserves |
Called up share capital | 8 |
Capital redemption reserve |
Shareholders' funds |
The financial statements were approved by the Board of Directors and authorised for issue on |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
Called up | Capital |
share | Retained | redemption | Total |
capital | earnings | reserve | equity |
£ | £ | £ | £ |
Balance at 1 October 2022 |
Changes in equity |
Dividends | - | ( |
) | - | ( |
) |
Total comprehensive income | - |
Balance at 30 September 2023 |
Changes in equity |
Dividends | - | ( |
) | - | ( |
) |
Total comprehensive income | - |
Balance at 30 September 2024 |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
1. | STATUTORY INFORMATION |
C3 Construction Holdings Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
After reviewing the Company's forecasts and projections, the directors have a reasonable expectation that the Company has adequate resources and support to continue in operational existence for the foreseeable future. The Company therefore continues to adopt the going concern basis in preparing its financial information. The directors therefore believe the Company has the ability to continue as a going concern for the next 12 months. |
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; |
• | the requirement of paragraph 3.17(d); |
• | the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); |
• | the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A; |
• | the requirement of paragraph 33.7. |
This information is included in the consolidated financial statements of C3 Construction Group Limited as at 30 September 2024 and these financial statements may be obtained from the registered office of the parent company at 1 Merus Court, Meridian Business Park, Leicester, LE19 1RJ. |
Significant judgements and estimates |
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. |
The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below. |
(i) Impairment of investments |
The Company considers whether investments are impaired. Where an indication of impairment is identified, the estimation of recoverable value of the cash generating units (CGUs). This requires estimation of the future cash flows from the CGUs and also selection of appropriate discount rates in order to calculate the net present value of those cash flows. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares. |
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at transaction price, net of transaction cost, and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan. |
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income. |
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. |
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date. |
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
Dividends |
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholde rs at an annual general meeting. |
3. | EMPLOYEES AND DIRECTORS |
There were no staff costs for the year ended 30 September 2024 nor for the year ended 30 September 2023. |
The average number of employees during the year was as follows: |
2024 | 2023 |
Management staff |
2024 | 2023 |
£ | £ |
Directors' remuneration |
4. | TAXATION |
Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 30 September 2024 nor for the year ended 30 September 2023. |
5. | DIVIDENDS |
2024 | 2023 |
£ | £ |
Ordinary A shares shares of 0.01 each |
Equity dividends on ordinary shares |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
6. | AUDITORS' REMUNERATION |
2024 | 2023 |
£ | £ |
Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements |
1,500 |
1,500 |
The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company. |
7. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
Cost |
At 1 October 2023 |
and 30 September 2024 |
Net book value |
At 30 September 2024 |
At 30 September 2023 |
The Company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: 1 Merus Court, Meridian Business Park, Leicester, LE19 1RJ |
Nature of business: |
% |
Class of shares: | holding |
8. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary A shares | 0.01 | 50 | 50 |
Ordinary B shares | 0.01 | 150 | 150 |
200 | 200 |
Ordinary A shares have attached to them full voting and dividend rights. The shares have enhanced capital distribution rights and rank ahead of any other shares.The shares do not confer any rights of redemption. |
Ordinary B shares have attached to them full voting and dividend rights. They rank ahead of any other shares, except the Ordinary A shares on a capital distribution. The shares do not confer any rights of redemption. |
9. | RELATED PARTY DISCLOSURES |
The Company has taken advantage of the exemption under Financial Report Standard 102, section 33.1A from the requirement to disclose transactions with group companies on the grounds that all subsidiaries are wholly owned by members of the group. |
No other transactions with related parties were undertaken such as are required to be disclosed under Financial Reporting Standard 102, section 1AC.35. |
C3 CONSTRUCTION HOLDINGS LIMITED (REGISTERED NUMBER: 09850122) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
10. | CONTROLLING PARTY |
The parent company preparing consolidated accounts for the smallest and largest group of which the Company is a member is C3 Construction Group Limited. Group accounts can be obtained from 1 Merus Court, Meridian Business Park, Leicester, LE19 1RJ. |
The directors do not consider there to be an ultimate controlling party in the year. |