Pell Frischmann Consultants Limited
Annual Report and Financial Statements
For the year ended 31 December 2024
Company Registration No. 1777946 (England and Wales)
Pell Frischmann Consultants Limited
Company Information
Directors
I A Bisset
L S Roberts
S Cox
R Starling
(Appointed 25 November 2024)
Secretary
L S Roberts
Company number
1777946
Registered office
First Floor
South Wing
55 Baker Street
London
W1U 8EW
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Pell Frischmann Consultants Limited
Contents
Page
Strategic report
1 - 5
Directors' report
6 - 10
Independent auditor's report
11 - 14
Statement of comprehensive income
15
Statement of financial position
16
Statement of changes in equity
17
Notes to the financial statements
18 - 32
Pell Frischmann Consultants Limited
Strategic Report
For the year ended 31 December 2024
Page 1
The directors present the strategic report for the year ended 31 December 2024.
Fair review of the business
The performance of the company in the financial year is considered successful in an uncertain economic climate with post tax profits of £2.5m (2023: £2.6m).
The financial year of 2024 represents the third year of delivery against the business’ strategic growth plan, following a period of business transformation between 2019 and 2021. This has shown that investment decisions have largely resulted in our anticipated positive trading outcomes. The underlying focus on ensuring that the company operates in a resilient and agile manner remains unchanged and operational priorities continue to drive these attributes.
In the context of our primary markets, we have continued to see a mixture of both opportunity and threat. In a general election year, we have seen a slowing down of opportunities in some markets both in the run up to and since the change in government and in others the opportunity pipeline has remained healthy. Underlying societal needs align well with our existing and developing service lines. Each of our core sectors have faced their own challenges, so we have positioned ourselves to be ready to work with clients to address these. In summary these are:
Water: after decades of under investment, the Ofwat Price Review final determination in 2024 approved £104bn on infrastructure spending across AMP8 compared to £51bn across AMP7. Some of our clients have used 2024 to ramp up their capex programmes to meet this expectation but uncertainty over spending priorities and the affordability challenges of some projects has resulted in instructions to start then stop then start again on some major schemes. This highly inefficient way of operating has impacted trading despite the strong growth in volume.
Environment: since the introduction of the Environment Act in 2021, environmental considerations across all projects in the built environment have changed and will continue to change. We have invested significantly in upskilling our staff’s awareness of these issues, placing sustainability at the heart of our business focus. Our capabilities in environmental management and assessment, ecology and biodiversity, sustainability, circular economy and net zero services have been transformed and now form a core part of our business model. In 2024 we have grown our ecology offering through acquisition and have added specialisms in Landscape Design and Nature Based Solutions, aligning with the Levelling Up and Regeneration Act of 2023 placing greater responsibility on authorities to protect landscapes and deliver Biodiversity Net Gain (BNG). Anticipated planning reforms are expected to increase pressure on authorities and developers in this area.
Buildings: the structural engineering market continues to shift towards more sustainable solutions, refurbishment and use of less carbon intensive materials. We have continued to develop these specialisms and have diversified regionally, with core teams in Cambridge and Manchester in order to expand our accessible markets.
Highways & Transportation: major highways project opportunities have remained scarce in 2024, so we have continued to focus on regional markets and multi-modal transportation projects. We have developed our Urban Mobility market strategy to align with the visions of local and combined authorities and needs of major developers. Our specialism in active travel has seen continued success alongside our public transport expertise. Where working with core highways markets we have enhanced our sustainable design credentials with market leading carbon reporting tools and processes.
Pell Frischmann Consultants Limited
Strategic Report (Continued)
For the year ended 31 December 2024
Page 2
Rail: now in Network Rail Control Period 7, the industry still faces challenges and uncertainty over major project funding, renationalisation and the creation of GBR. We have continued to look beyond this in offering multidisciplinary rail engineering services from business case stage, through early scheme development and asset management to detailed design and implementation for heavy and light rail, trams, and guided transit infrastructure.
Land Development: strategic land clients and the wider private sector market has again built steadily over the year as we have broadened our offering to the development market, whilst continuing to work in collaboration with a range of SME specialists with whom we have long term relationships. Housing remains a priority focus and access to Homes England via two frameworks as well as a range of private sector developers has underpinned a strong performance.
Energy: the government ambition to double onshore wind, triple solar power, and quadruple offshore wind by 2030, aligned with National Grid forecasting that electricity demand will increase 64% by 2035 is reflected in our Energy market strategy and us recognising this as a primary market for Pell Frischmann for the first time, building on the strong reputation that we have in the renewables markets from our Edinburgh office.
Our people are at the heart of our business and are vital to our success; our strategy reflects this belief. By fostering a collaborative and supportive environment, we enable our top talent to develop and thrive. While our growth figures are notable, we take greater pride in the unique, vibrant culture we have created. We encourage and empower our people to pursue their passions and find their purpose. Looking ahead, we are committed to investing further in our workforce, which we believe will drive greater achievements and solidify our position as an industry leader.
The growth in our core markets and the diversification of services into those markets has been achieved through a sustained period of organic growth, with our permanent headcount growing from January to December by nearly 100 for the second year running. In conjunction with attracting high quality talent into the organisation, including the appointment of a number of strategic hires to help us both diversify our services and open up new markets for our existing specialisms, we have continued to invest in developing our existing talent and making Pell Frischmann a truly inclusive environment where we get the best from our people. We were particularly pleased to be awarded Level 4 Embedded Status through the Supply Chain Sustainability' Schools' Fairness Inclusion and Respect (FIR) Growth Assessment. We believe that we are the first consultancy in our markets to achieve this.
Principal risks and uncertainties
Talent Acquisition & Retention: Despite our success in growing our staff numbers throughout 2024, we have had to continue to operate in a challenging employment market with demand exceeding supply. Our staff turnover rate has again declined throughout the year and our feedback indicates that leavers that provided a response are, without exception, all happy to return to the business at some point in the future and would recommend Pell Frischmann to others. However, the rate of staff churn and growth has seen a considerable investment in recruitment both directly and working with industry talent acquisition specialists.
Economic: We monitor economic indicators and sentiment in the markets in which we operate. We have seen a negative shift in the last quarter of 2024 and expect to experience continued volatility across markets as the wider economic challenges of borrowing, inflation and possible recession in the UK flows down. However, as a subsidiary of a strong group, capable of withstanding instability, and our ability to take a long-term view of both risks, opportunities and resilience, we are well placed to weather such volatility.
Pell Frischmann Consultants Limited
Strategic Report (Continued)
For the year ended 31 December 2024
Page 3
Environment & Sustainability: The UK construction industry is the largest contributor to UK carbon and also provides the greatest opportunity for its reduction. As consultants, we have a responsibility to advise and support our clients to minimise and mitigate damage to the environment and are empowering our staff to do so through extensive training and development opportunities against their core sustainability competencies.
Our Sustainability Strategy guides us towards a more sustainable future and has minimised our environmental footprint. Our Carbon Reduction Plan solidifies our commitment to net zero carbon by 2040. We have already seen a 62.4% reduction in Scope 1 and 2 although our continued growth and corresponding increase in size of our business operations has seen an inevitable increase in our Scope 3 emissions against 2019 baseline. Our focus on creating more sustainable outcomes for our clients, through our project work has resulted in a saving of 29,000 tCO2e across fifteen focus projects.
Financial: Our long/medium-term framework contracts bring predictable cash flows into the foreseeable future. This, together with our existing balance sheet strength, and minimal exposure to foreign exchange rate movements, significantly mitigates financial risks to our business. For UK projects, we minimise working capital balances and avoid overexposure to non-payment risk and support the wider industry through our commitment to prompt supply chain partners payment. Finally, we continually monitor resource utilisation, profitability, invoicing and cash collection very closely to ensure predictability of financial KPIs.
Geo-Political: Political instability in the regions within which we operate can threaten our ability to deliver contractual services and receive payment as well as endangering the safety of our staff. We obtain the latest professional risk and security information before engaging in contracts in new geographies and continue to monitor the stability and seek professional advice in respect of the markets in which we trade. The ongoing impact of the war in Ukraine and Gaza has presented a challenge to the UK economy, our clients and our staff due to its impact on inflation. We continue to monitor such matters in particular in respect of staff deployment to and securing payment from overseas locations.
Government Policy: We operate in a fluid and responsive environment which may be altered by government changes in regulation, procurement practices or policy. We mitigate this by carefully monitoring policy trends and attempting to ‘get ahead of the curve’. Notably, in respect of climate change recently, public procurement is being steered by government to ensure suppliers have a Carbon Reduction Plan and a net zero carbon commitment in place if they are to be awarded contracts over a specific value. Having already prepared a strategy and plan that responds to this, we were ahead of both the public announcement and its effect on public procurement procedure.
Health & Safety (H&S): Our business is concerned with the built environment, entailing significant safety risks to employees, clients, contractors and third parties. We take H&S seriously and ensure all staff are appropriately trained, and procedures are continuously reviewed and improved. The directors accept ultimate responsibility for the H&S and seek to ensure continual improvement in performance. Our Business Management System is ISO45001:2018 (H&S management system standard) compliant with additional and specialist certifications in place for rail via RISQS and for water via Achilles UVDB. We proactively track our Accident Incident Rate (AIR) and, once again, there have been no Enforcement/Prohibition Notices, or Offence Convictions in the year.
Physical & Data Security: Our business is dependent on the secure storage and transmission of data in either physical or electronic form. The risk of confidential data being mishandled, resulting in breach of contract, or the inappropriate release or loss of personal information of our clients or employees is significant. Because of this, our business systems will always be a target for crime, cyber or otherwise. We use appropriate physical security, secure networks and encryption in order to protect data with strong data protection business practices in place. We train staff on best practice in information security and confidentiality. We are Cyber Essentials Plus accredited and in 2022 achieved ISO 27001:2018 (information security management) accreditation for our systems.
Pell Frischmann Consultants Limited
Strategic Report (Continued)
For the year ended 31 December 2024
Page 4
Digitisation: Separate to the risk of data integrity is the effect of new/emerging technology on our traditional business model; much like e-commerce has disrupted the traditional high street. However, digital technology is also an opportunity. Due to our size, we can be more agile and therefore be earlier adopters of new ways of working and delivering. We were an earlier adopter of BIM and continue to see the potential in integrating a personable, relationship-based consultancy service with the speed and efficiency of automation and/or machine-learning techniques for solving problems. We continually monitor digital trends, carefully interrogate new/emerging technologies such as Artificial Intelligence and their likelihood of disruption and/or commoditisation of our services and, where relevant, seek to adopt them quickly and re-orient our business model to suit. Our Business Management System is ISO 19650:2018 (building information modelling) compliant.
Reputational Risk: Our business is built on repeat business with key clients. Reputational damage could impact our ability to win future work or indeed damage these long-term relationships. We mitigate this by managing our contractual commitments and ensuring we operate robust cost and project management systems; certified and accredited to ISO 9001:2015 (quality management system).
Corporate Social Responsibility (CSR)
We are committed to corporate transparency on broader matters and believe it indicates our ability to generate and preserve value over the long term, and to assess the management of risks which may impact the sustainability of our business or affect society more broadly. 2024 represented another year of development in our performance, position and activities, including:
Equality, Diversity & Inclusion (EDI): In 2024 we saw the continued positive impact of our employee led EDI Action Group, empowered to develop and deliver initiatives aligned with our EDI Strategy to drive change both within our business and our industry more widely. In the year we applied a particular focus on inclusivity, ensuring that every employee had the opportunity to be at their best whilst at work. Our diversity monitoring data suggests we are leading our peers with representation metrics including gender, ethnicity and sexual orientation showing greater diversity in our organisation in comparison to the engineering industry as a whole. This is reflected in us being awarded Level 4 Embedded Status through the Supply Chain Sustainability' Schools' Fairness Inclusion and Respect (FIR) Growth Assessment. We believe that we are the first consultancy in our markets to achieve this.
Social Value: In 2021 we launched our Social Value strategy and commenced working on the development and delivery of procedures and process to support the business and its people in delivering a positive impact on the communities within which we work. We leverage our expertise to address vital social challenges, delivering tangible value to communities. In 2024 we partnered with Variety Children’s Charity to improve our disability employment gap. We also partnered with Rail Safety Programme, sponsoring ten schools and engaging with 5000 students. We also joined Build Force which offers employment opportunities to ex-military staff.
We provided 660 weeks of placement employment and 17 weeks of work experience for students.
Health & Wellbeing: Our Wellbeing Action Plan incorporated the results of our comprehensive 2022 Wellbeing Survey, inviting employees to provide feedback on their work-life balance, the impact of our line managers, our wellbeing benefits, internal communications and more. This early dialogue enabled us to identify priority areas which formed the basis of our Plan. The Action Plan was intentionally developed as a holistic framework to ensure that we take a fully integrated approach to wellbeing. We based the Plan on the CIPD’s seven inter-related 'domains' of employee wellbeing as a best-practice approach which enabled us to define key objectives aligned to each domain. Through the Plan, our people can understand how everything we do is connected. For example, how our Wellbeing, Equity Diversity & Inclusion, Social Value, Sustainability and L&D strategies are integrated and collectively contribute to positive wellbeing outcomes. 2024 saw our continued delivery of key actions against the plan.
We continue to operate, monitor and review our other corporate policies in this space, including Alcohol, Drug & Substance Abuse, Anti-Bribery, Anti-Slavery & Human Trafficking, Criminal Facilitation of Tax Evasion, Fatigue Management & Working Hours, Modern Slavery and Whistle Blowing.
Pell Frischmann Consultants Limited
Strategic Report (Continued)
For the year ended 31 December 2024
Page 5
Key performance indicators
The directors use a range of performance measures to monitor and manage the business. A number of these measures are particularly important in the generation of shareholder value, thus are considered KPIs. Our KPIs monitor past performance which not only provides us with information to manage the business in the present, but also enables us to make informed choices regarding future strategic decisions. Turnover, gross profit margin and EBITDA are monitored closely. KPIs for the year ended 31 December 2024 are turnover of £47.6m (2023: £40.0m), gross profit margin of 18.4% (2023: 16.5%) and EBITDA of £3.1m (2023: £3.1m), with the growth in turnover being supported by our strategic investments and converted effectively into EBITDA through good resource and cost management across the company.
I Bisset
Director
25 March 2025
Pell Frischmann Consultants Limited
Directors' Report
For the year ended 31 December 2024
Page 6
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company continued to be that of multidisciplinary consulting engineering and project management including specialist areas such as building structures, civil engineering, land development and regeneration infrastructure, traffic & transportation, rail, waste management, power including nuclear power, water and environmental engineering, facilities management and property services.
Results and dividends
The results for the year are set out on page 15.
Ordinary dividends were paid amounting to £2,400,000 (2023: £nil). The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
I A Bisset
L S Roberts
S Cox
R Starling
(Appointed 25 November 2024)
Disabled persons
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Employee involvement
The company's policy is to consult and discuss with employees, staff councils and at meetings, matters likely to affect employees' interests.
Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the company's performance.
Auditor
The auditor, Moore Kingston Smith LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Pell Frischmann Consultants Limited
Directors' Report (Continued)
For the year ended 31 December 2024
Page 7
Energy and carbon report
This SECR report outlines Pell Frischmann's operational carbon footprint for the 2024 reporting year mandatory emissions under the Environmental Reporting Guidelines, calculated using methodologies aligned with industry best practices, including the GHG Protocol.
2024
Energy consumption
kWh
Aggregate of energy consumption in the year:
- Scope 1.1 Gas
239,080
- Scope 1.2 Mobile Combustion
51,908
- Scope 2 Purchased Electricity
758,753
- Scope 3.6 Business Travel
481,667
1,531,408
2024
Emissions of CO2 equivalent
metric tonnes
Scope 1 - direct emissions
- Gas combustion
43.73
- Fuel consumed for owned transport
10.00
53.73
Scope 2 - indirect emissions
- Electricity purchased
157.10
Scope 3 - other indirect emissions
Fuel consumed for transport not owned by the company
119.77
Total gross emissions
330.60
Intensity ratio
Tonnes CO2e per employee
0.37
Pell Frischmann Consultants Limited
Directors' Report (Continued)
For the year ended 31 December 2024
Page 8
Quantification and reporting methodology
An operational control approach has been selected for this carbon footprint assessment.
Data was gathered from direct sources where available, with assumptions made where necessary, and emissions were categorized by Scope 1, 2, and 3. Scope 1 emissions included gas consumption, using location-based data estimated using m2 floor area data and the CIBSE 2021 benchmarks for a typical airconditioned office, while mobile combustion emissions were calculated based on vehicle kilometre data. For Scope 2 emissions, electricity consumption, where primary data was not readily available, was estimated using location-based data, calculated with m2 floor area and the CIBSE 2021 benchmarks a typical airconditioned office. For Scope 2 emissions where primary data was available market-based data was utilised e.g., REGO certificates indicating renewable energy use in certain sites. Scope 3 emissions, specifically from business travel, were calculated using kilometre data and emissions factors from the UK Government Conversion Factors for accommodation and car travel.
The methodology and calculations that have been used throughout this footprint report align with industry best practice guidance that is issued as part of the GHG protocol methodologies. A description of these methodologies is provided below:
The GHG Protocol standard provides guidance for organisations who are looking to prepare a robust corporate-level GHG Emissions inventory.
It is the most widely used reporting standard and covers the accounting and reporting of the following seven GHGs covered by the Kyoto Protocol: carbon dioxide (CO2), methane (CH4), nitrous oxide (N2O), hydrofluorocarbons (HFCs), perfluorocarbons (PCFs), sulphur hexafluoride (SF6) and nitrogen trifluoride (NF3).
The methodology behind the GHG Protocol allows an organisation to report their carbon Emissions in tonnes of carbon dioxide equivalent (tCO2e), a reporting unit that considers the seven GHGs listed above.
Scope 1.1 Gas
Monthly gas consumption was unavailable across all Pell Frischmann sites during the 2024 reporting period. Floor area of each site was used to calculate the total annual gas consumption (kWh). To calculate an assumption for gas consumption, the CIBSE 2021 was used as a benchmark, applying the 'Offices – Air Conditioned, Standard' (typical) archetype. The total emissions (for all sites) were calculated using the latest UK Government 2024 Emission Factors.
Scope 1.2 Mobile Combustion
Pell Frischmann leased and operated 4 vehicles during the 2024 reporting period. Primary kilometre data was provided for all 4 of the vehicles. From this, it allowed for the application of the UK Governments 2024 Emission Factors for a ‘medium car' to calculate the associated carbon emissions for 2 of the vehicles. For the remaining two vehicles actual kgCO2e data was taken from the Gov.uk vehicle tax checker, this data was the multiplied against the primary kilometre data to generate the 2 vehicles emission for the 2024 period.
Scope 2 Purchased Electricity
Monthly electricity consumption was unavailable across most Pell Frischmann sites during the 2024 reporting period. Where primary consumption data (market-based) in kWh was not available the m2 floor area (location-based) was used to calculate the total annual gas consumption (kWh). REGO Certificates were provided for Wakefield, Manchester and Birmingham. These certify the purchase of 100% renewable electricity and nullify the facilities emissions. To develop an assumption for electricity consumption, the CIBSE 2021 was used as a benchmark, applying the 'Offices – Air Conditioned, Standard' (typical) archetype. The total emissions (for all sites) were calculated using the latest UK Government 2024 Emission Factors
Pell Frischmann Consultants Limited
Directors' Report (Continued)
For the year ended 31 December 2024
Page 9
Scope 3.6 Business Travel
Pell Frischmann provided primary kilometre data for business travel completed by employees during the 2024 reporting period. This primary data was multiplied against the UK Government 2024 Emissions Factor for a ‘medium car'.
Intensity measurement
The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per employee, the recommended ratio for the sector.
Measures taken to improve energy efficiency
In the period covered by the report, the Company has commenced:
Re-negotiation of electricity and gas contracts to renewables contracts with landlords and suppliers wherever possible.
The installation of smart meters (water, gas and electricity) wherever possible.
The introduction of retrofitted low carbon solutions (LED lighting, smart lighting, power down/off IT equipment).
Purchase of energy efficient equipment and products to replace older, less efficient, equipment and products.
Promotion of public transport for work-related travel and reduction in company cars / pool cars.
The introduction of connected-technologies to enable flexible and at home working, reducing business travel and employee commuting.
The move to more sustainable office spaces.
In the period covered by the report the Company has purchased 212,694 kWh of renewable energy. The attributes are backed by Renewable Energy Guarantees of Origin (REGOs), and the renewable power generated is free from the use of nuclear energy as Pell Frischmann recognises this to not currently be a recognised Net Zero energy source for electricity.
Statement of directors' responsibilities
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the 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;
state whether applicable UK Accounting Standards 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.
Pell Frischmann Consultants Limited
Directors' Report (Continued)
For the year ended 31 December 2024
Page 10
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
R Starling
Director
25 March 2025
Pell Frischmann Consultants Limited
Independent Auditor's Report
To the Members of Pell Frischmann Consultants Limited
Page 11
Opinion
We have audited the financial statements of Pell Frischmann Consultants Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, the Statement Of Financial Position, the Statement of Changes in Equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 31 December 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.
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 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.
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Pell Frischmann Consultants Limited
Independent Auditor's Report (Continued)
To the Members of Pell Frischmann Consultants Limited
Page 12
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the 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 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 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 and returns; or
certain disclosures of 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, 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.
Pell Frischmann Consultants Limited
Independent Auditor's Report (Continued)
To the Members of Pell Frischmann Consultants Limited
Page 13
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.
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Pell Frischmann Consultants Limited
Independent Auditor's Report (Continued)
To the Members of Pell Frischmann Consultants Limited
Page 14
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, 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.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.
Our approach was as follows:
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.
We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Jamie Seaford (Senior Statutory Auditor)
for and on behalf of Moore Kingston Smith LLP
4 April 2025
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
Pell Frischmann Consultants Limited
Statement of Comprehensive Income
For the year ended 31 December 2024
Page 15
2024
2023
Notes
£
£
Turnover
3
47,565,708
39,958,702
Cost of sales
(38,814,240)
(33,377,293)
Gross profit
8,751,468
6,581,409
Administrative expenses
(8,874,923)
(7,736,965)
Other operating income
3
2,620,307
3,747,173
Profit before taxation
2,496,852
2,591,617
Tax on profit
8
50,366
(9,186)
Profit for the financial year
2,547,218
2,582,431
Other comprehensive income
Currency translation loss taken to retained earnings
(1,350)
(2,437)
Total comprehensive income for the year
2,545,868
2,579,994
The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.
Pell Frischmann Consultants Limited
Statement of Financial Position
As at 31 December 2024
Page 16
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
10
935,949
977,285
Investments
11
465,140
1,401,089
977,285
Current assets
Debtors
13
13,995,515
15,571,657
Cash at bank and in hand
3,233,303
1,771,012
17,228,818
17,342,669
Creditors: amounts falling due within one year
14
(8,527,098)
(8,858,134)
Net current assets
8,701,720
8,484,535
Total assets less current liabilities
10,102,809
9,461,820
Provisions for liabilities
Provisions
15
(877,433)
(376,489)
Deferred tax liability
16
(109,604)
(115,426)
(987,037)
(491,915)
Net assets
9,115,772
8,969,905
Capital and reserves
Called up share capital
18
8,000
8,000
Foreign exchange reserve
19
(60,536)
(59,186)
Other reserves
19
1,384,274
1,384,274
Profit and loss reserves
19
7,784,034
7,636,817
Total equity
9,115,772
8,969,905
The financial statements were approved by the board of directors and authorised for issue on 25 March 2025 and are signed on its behalf by:
R Starling
Director
Company Registration No. 1777946
Pell Frischmann Consultants Limited
Statement of Changes in Equity
For the year ended 31 December 2024
Page 17
Share capital
Foreign Exchange Reserve
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2023
8,000
(56,749)
1,384,274
5,054,386
6,389,911
Year ended 31 December 2023:
Profit for the year
-
-
-
2,582,431
2,582,431
Other comprehensive income:
Currency translation differences
-
-
-
(2,437)
(2,437)
Total comprehensive income for the year
2,579,994
2,579,994
Transfer of currency translation differences
(2,437)
-
2,437
-
Balance at 31 December 2023
8,000
(59,186)
1,384,274
7,636,817
8,969,905
Year ended 31 December 2024:
Profit for the year
-
-
-
2,547,218
2,547,218
Other comprehensive income:
Currency translation differences
-
-
-
(1,350)
(1,350)
Total comprehensive income for the year
2,545,868
2,545,868
Dividends
9
-
-
-
(2,400,000)
(2,400,000)
Transfer of currency translation differences
-
(1,350)
-
1,350
-
Balance at 31 December 2024
8,000
(60,536)
1,384,274
7,784,035
9,115,773
Pell Frischmann Consultants Limited
Notes to the Financial Statements
For the year ended 31 December 2024
Page 18
1
Accounting policies
Company information
Pell Frischmann Consultants Limited is a private company limited by shares, domiciled and incorporated in England and Wales. The registered office is First Floor, South Wing, 55 Baker Street, London, W1U 8EW.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’ – Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
The information is included in the consolidated financial statements of RSBG UK Limited, a company registered in England and Wales, as at 31 December 2024, and these financial statements may be obtained from the company secretary at the company’s registered address: First Floor, South Wing, 55 Baker Street, London, England, W1U 8EW.
1.2
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company will be able to meet its liabilities as they fall due for the foreseeable future (and at least a period of 12 months beyond the date of approval of these financial statements). This is based on their assessment of the trading position of the company and their consideration of the impact of external factors. Having considered these factors, they have concluded that there is no significant impact to the going concern status of the company, thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.true
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 19
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold land and buildings
25% straight line
Fixtures and fittings
25% straight line
Computer equipment
25% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.6
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 20
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.8
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.9
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 21
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 22
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.10
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.11
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 23
1.12
Provisions
Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.16
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 24
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Accrued and deferred income
Accrued and deferred income are assessed on an individual basis with revenue earned being ascertained based on the stage of completion of the contract which is estimated using a combination of the milestones in the contract and the time spent to date. This is compared to the total time expected to be required to undertake the contract. Estimates of the total time required to undertake the contracts are made on a regular basis and subject to management review. These estimates may differ from the actual results due to a variety of factors such as efficiency of working, accuracy of assessment of progress to date and client decision making.
3
Turnover and other income
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
47,395,911
39,943,228
Europe
47,357
14,575
Rest of the World
122,440
899
47,565,708
39,958,702
2024
2023
£
£
Other operating income
R&D tax credit
50,519
24,879
Other sundry income
334,738
318,207
Other income receivable from other group companies
2,235,050
3,404,087
2,620,307
3,747,173
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 25
4
Operating profit
2024
2023
Operating profit for the year is stated after charging:
£
£
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
5,116
9,948
Depreciation of owned tangible fixed assets
574,707
485,116
Loss on disposal of tangible fixed assets
14
5,348
Operating lease charges
786,576
799,900
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
20,500
14,300
Other services
7,500
7,000
28,000
21,300
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Management
4
4
Administration
38
36
Operational
552
450
Total
594
490
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
25,889,764
21,443,685
Social security costs
2,759,218
2,308,785
Pension costs
2,398,752
1,580,617
31,047,734
25,333,087
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 26
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
366,434
363,866
Company pension contributions to defined contribution schemes
81,095
37,897
447,529
401,763
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023 - 2).
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
252,862
264,977
Company pension contributions to defined contribution schemes
38,308
35,997
8
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
(44,544)
47,878
Deferred tax
Origination and reversal of timing differences
(5,822)
(38,692)
Total tax (credit)/charge
(50,366)
9,186
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
8
Taxation
(Continued)
Page 27
The actual (credit)/charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
2,496,852
2,591,617
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2023: 24%)
624,213
609,548
Tax effect of expenses that are not deductible in determining taxable profit
14,256
7,622
Adjustments in respect of prior years
(44,066)
8,517
Group relief
(659,794)
(636,106)
Permanent capital allowances in excess of depreciation
(2,410)
Research and development tax (credit)/charge
(12,630)
2,381
Fixed asset differences
16,152
21,689
Movement in deferred tax not recognised
11,503
(2,055)
Taxation (credit)/charge for the year
(50,366)
9,186
9
Dividends
2024
2023
£
£
Final paid
2,400,000
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 28
10
Tangible fixed assets
Leasehold land and buildings
Fixtures and fittings
Computer equipment
Total
£
£
£
£
Cost
At 1 January 2024
570,429
277,066
1,436,697
2,284,192
Additions
27,801
80,328
425,242
533,371
At 31 December 2024
598,230
357,394
1,861,939
2,817,563
Depreciation and impairment
At 1 January 2024
313,494
129,153
864,260
1,306,907
Depreciation charged in the year
165,064
72,966
336,677
574,707
At 31 December 2024
478,558
202,119
1,200,937
1,881,614
Carrying amount
At 31 December 2024
119,672
155,275
661,002
935,949
At 31 December 2023
256,935
147,913
572,437
977,285
11
Fixed asset investments
2024
2023
£
£
Investments in subsidiaries
12
465,140
Movements in fixed asset investments
Investments in subsidiaries
£
Cost or valuation
At 1 January 2024
-
Additions
465,140
At 31 December 2024
465,140
Carrying amount
At 31 December 2024
465,140
At 31 December 2023
-
The additions in the year relate to Bernwood E C S Limited which was acquired on 18 September 2024 by the company.
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 29
12
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Bernwood E C S Limited
England and Wales
Ordinary shares
100.00
The registered office for each subsidiary is available from the company secretary at the registered office address of the company.
13
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
4,722,365
5,693,494
Accrued income
4,072,118
3,962,310
Corporation tax recoverable
152,032
166,021
Amounts owed by group undertakings
3,022,498
4,487,565
Other debtors
143,780
84,153
Prepayments
1,882,722
1,178,114
13,995,515
15,571,657
14
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
1,768,273
1,393,942
Amounts owed to group undertakings
698,375
781,760
Corporation tax
13,382
114,315
Other taxation and social security
2,063,846
1,673,421
Other creditors
478,824
252,998
Accruals and deferred income
3,504,398
4,641,698
8,527,098
8,858,134
15
Provisions for liabilities
2024
2023
£
£
Dilapidations
407,433
301,489
Other provisions
470,000
75,000
877,433
376,489
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
15
Provisions for liabilities
(Continued)
Page 30
Movements on provisions:
Dilapidations
Other
provisions
Total
£
£
£
At 1 January 2024
301,489
75,000
376,489
Additional provisions in the year
105,944
395,000
500,944
At 31 December 2024
407,433
470,000
877,433
The dilapidations provision relates to the anticipated costs for restoring the company offices to their original state on termination of the leases and is expected to be utilised in line with when the leases expire. The timing of the utilisation of other provisions is uncertain.
16
Deferred taxation
The following are the major deferred tax liabilities recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
113,800
139,641
Short term timing differences
(4,196)
(24,215)
109,604
115,426
2024
Movements in the year:
£
Liability at 1 January 2024
115,426
Credit to profit or loss
(5,822)
Liability at 31 December 2024
109,604
The deferred tax liability set out above is not expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 31
17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
2,398,752
1,580,617
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
18
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
8,000
8,000
8,000
8,000
19
Reserves
Foreign exchange reserve
This reserve contains any exchange differences captured on retranslation of foreign branches.
Profit and loss account
The profit and loss account contains all transfers from share premium and all current and prior period retained earnings, net of dividends paid.
Other reserve
Other reserves arose on the waiver of an intercompany debt.
20
Operating lease commitments
Lessee
As at the reporting end date the company had outstanding commitments for future lease payment under operating leases, which fall due as follows:
2024
2023
£
£
Within one year
581,993
334,311
Between one and five years
840,949
193,997
In over five years
34,202
1,457,144
528,308
Pell Frischmann Consultants Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 32
21
Financial commitments, guarantees and contingent liabilities
There are unquantified contingent liabilities in the normal course of business arising under consultancy contracts and the company is covered by professional indemnity insurance in respect of claims which the directors believe is adequate.
There is also an unlimited multilateral guarantee and debenture including fixed and floating charges over all assets between the company and its fellow group companies.
22
Related party transactions
The company has taken advantage of the exemption available in accordance with FRS 102 'Related party disclosures' not to disclose transactions with other group companies.
23
Ultimate controlling party
The immediate parent company is PF Consulting Group Limited whose registered address is First Floor, South Wing, 55 Baker Street, London, England, W1U 8EW.
The ultimate controlling party of the company is RAG-Stiftung, a company registered in Germany.
The largest group of undertakings which prepares consolidated financial statements including the company is RAG-Stiftung. These financial statements may be obtained from RAG-Stiftung, Welterbe 10, 45141 Essen, Germany.
The smallest group of undertakings which prepares consolidated financial statements including the company is PF Consulting Group Ltd. These financial statements may be obtained from PF Consulting Group Ltd, First Floor, South Wing, 55 Baker Street, London, England, W1U 8EW.
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