Company registration number 07404797 (England and Wales)
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
COMPANY INFORMATION
Directors
B Raw
M Hutton
Z Masters
S Maslin
P Severn
J Rigby
(Appointed 2 January 2024)
Company number
07404797
Registered office
152 Rockingham Street
Sheffield
S1 4EB
Auditor
Hart Shaw LLP
Europa Link
Sheffield Business Park
Sheffield
S9 1XU
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Group statement of comprehensive income
8
Group balance sheet
9 - 10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 32
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
Principal activities
BBAH is a holding company for the Bond Bryan Group, which includes two businesses (Bond Bryan Architects Limited and Fairhurst Architects Limited) whose principal activities are the provision of architectural and landscape design services, primarily in the United Kingdom.
Review of the business
The most significant change in 2024 for Bond Bryan Architects Holdings was the acquisition of Fairhurst Architects Limited (FA) in June 2024. This was the culmination of a significant period of FA/BBA collaboration including co-bidding large projects and collocating our Cambridge offices. FA’s complimentary expertise and reputation in science, advanced manufacturing and defence sectors provides significant opportunity for the Group. Similarly regional presence in the Northwest of England, Cambridge and the South Coast offers the Group an opportunity to access markets from 8 centres, nationally.
Fairhursts turnover amounted to £1.3m in the seven months from acquisition. This period represented a significant period of investment for the Group, which should begin to see significant returns in 2025. The 2024 combined Group income level was £13.2m.
In 2024 BBA successfully maintained the strong income position experienced in 2023, despite significant headwinds experienced in the wider construction sector. The Directors are particularly pleased with this achievement as the 2023 result represented a 30% turnover increase over previous years.
This was achieved despite the negative impacts of bad debt caused by contractor client insolvency and delays caused by a slow-down in instructions for high-rise residential projects due to the introduction of new legislation.
The year finished strongly following a slower Q3, securing significant projects in residential/ mixed use and schools. Pipeline in these sectors look to be strengthening further into 2025.
Turnover by sector remained similar to 2023 with Education projects representing just over half of income, with residential the next largest sector (15%) and Manufacturing/ Advanced Manufacturing (11%). The addition of FA in 2024 added new sectors of Science (4% of Group turnover) and MOD/Secure (1%). With projected growth and a full year’s trading in 2025 these two new sectors to the group are projected to make up at least 15% of the Group’s turnover.
Bond Bryan relocated to larger premises offices in Birmingham due to growth in the region across Higher Education, schools and residential.
The business is in a good position at the end of 2024 to continue to consolidate and build-upon the success of 2023 and 2024. The acquisition of Fairhursts and strategic focus on core profitable sectors provides a positive outlook for the prospects of 2025.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Principal risks and uncertainties
Wider Economic Uncertainty
The global economic outlook may impact on both Central Government’s ability to invest in capital projects or developers’ confidence of being about to make a return on investment.
Over the last 5 years BBGroup has been diversifying income across a range of sectors to help insulate against changes in individual markets. This has significantly improved with the addition of Fairhurst Architects. Education, whilst still the largest and most important sector for the business, has reduced from 75% of turnover in 2020 to 54% in 2024. This has largely been achieved through successful targeting of other sectors rather than a shrinking the Education sector.
We will continued to work across the Group with outsourcing partners to maintain the high-quality of our outputs whilst offering flexibility to adjust resource costs at relatively short notice.
Our Business Development Strategy has focused emerging sectors with robust income sources. We have successfully strengthened regional partnerships with Local Authorities and developers in science, manufacturing and residential masterplanning. Similarly, or understanding and links to key Tier 1 contractors in all regions optimizes our opportunities in our other core sectors.
Integration of Fairhurst Within the Group
The on-boarding of Fairhursts to the group has taken significant investment of time in 2024. We have put in place measures to optimise this return in investment in 2025 for both BBA and FA. The senior teams are working closely together to deliver a combined Group strategy including Strategic Business Development, harmonisation of financial KPI’s and management systems.
Key performance indicators
2024
2023
2022
2021
Turnover
13,174,168
11,277,814
8,461,772
8,846,495
Direct costs
(9,332,579)
(6,870,385)
(5,997,349)
(6,599,538)
Gross profit
3,841,589
4,407,429
2,464,423
2,246,957
Gross profit margin
29%
39%
29%
25%
EBITDA
806,005
2,360,633
578,214
598,811
6%
21%
7%
7%
For 2024, turnover increased marginally by 17% from 2023 to £13.2m. Largely due to the addition of seven months of Fairhurst Architects turnover. Significant recruitment in BBA was undertaken during 2023, so that whilst the year-end staff numbers were largely unchanged direct cost have increased across the years as a whole. BBA indirect costs were also higher. The Fairhurst investment along with higher BBA costs have led to a reduced Gross Profit for the Group in 2024 of £3.8m (29%) vs £4.4m (39%) in 2023. EBITDA has similarly fallen from £2.4m (21%) to £0.8m (6%). It should be noted that despite the significant investment levels EBITDA exceeds both 2021 and 2022. The return on investment is expected to be fully realised during 2025 and 2026.
S Maslin
Director
23 May 2025
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Results and dividends
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £105,327. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
J Stibbons
(Resigned 25 October 2024)
B Raw
M Hutton
Z Masters
S Maslin
P Severn
J Rigby
(Appointed 2 January 2024)
Auditor
The auditor, Hart Shaw LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
S Maslin
Director
23 May 2025
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
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 group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
- 5 -
Opinion
We have audited the financial statements of Bond Bryan Architects (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2024 and of the group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
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 has been prepared in accordance with applicable legal requirements for the size of the group.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
- 6 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in strategic report and the directors' report.
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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Extent to which the audit was considered capable of detecting irregularities, including fraud and the audit response
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:
At the planning stage we identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the directors and other management, as required by auditing standards. The potential effect of any laws and regulation on the financial statements can vary considerably. There are laws and regulations that directly affect the financial statements (e.g. the Companies Act) as well as many other operational laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements. Owing to the size, nature and complexity of the organisation and the applicable laws and regulations to which it must adhere, the risk of material misstatement was deemed to be low, therefore the procedures performed by the audit team were limited to:
Communicating identified laws and regulations at planning throughout the audit team to remain alert to any indications of non-compliance throughout the audit.
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as non-compliance with laws and regulations.
Reviewing minutes of meetings of those charged with governance.
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
- 7 -
We have assessed the overall susceptibility of the financial statements to material misstatement due to fraud. Management override is the most likely way in which fraud might present itself and is therefore inherently high risk on any audit. Management override which may cause there to be a material misstatement within the financial statements may present itself in a number of ways, for example:
Override of internal controls (e.g. segregation of duties)
Entering into transactions outside the normal course of business, especially with related parties
Fraudulent revenue recognition, including fictitious sales and sales being recorded in the wrong period
Presenting bias in accounting judgements and estimates, particularly the ones disclosed in note 2 to the financial statements.
In order to reduce the risk of material misstatement to an acceptable level, numerous audit procedures were performed including:
Enquiries of management as to whether they had any knowledge of any actual or suspected fraud
Review of material journal entries made throughout the year as well as those made to prepare the financial statements
Reviewing the underlying rationale behind transactions in order to assess whether they were outside the normal course of business
Increased substantive testing across all material income streams
Assessing whether management’s judgements and estimates indicated potential bias, particularly those disclosed in note 2 to the financial statements
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected material misstatements in the financial statements, even though we have performed our audit in accordance with auditing standards. Furthermore, as with all audits, there is a higher risk of irregularities (especially those relating to fraud) being undetected, as these may involve the override of internal controls, collusion, intentional omissions and misrepresentations etc. We are not responsible for preventing non-compliance or fraud and therefore cannot be expected to detect all instances of such. Our audit was not designed to identify misstatements or other irregularities that would not be considered to be material to the financial statements. The further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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.
Adam Shield (Senior Statutory Auditor)
For and on behalf of Hart Shaw LLP, Statutory Auditor
Chartered Accountants
Europa Link
Sheffield Business Park
Sheffield
S9 1XU
6 June 2025
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
13,174,168
11,277,814
Cost of sales
(9,332,579)
(6,870,385)
Gross profit
3,841,589
4,407,429
Administrative expenses
(3,427,846)
(2,378,498)
Operating profit
4
413,743
2,028,931
Interest receivable and similar income
8
15,381
2,860
Interest payable and similar expenses
9
(39,701)
(43,401)
Gain on disposal of associate
150,000
-
Profit before taxation
539,423
1,988,390
Tax on profit
10
(38,156)
(553,365)
Profit for the financial year
501,267
1,435,025
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
GROUP BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
12
28,500
202,224
Negative goodwill
12
(25,691)
Net goodwill
28,500
176,533
Other intangible assets
12
16,254
Total intangible assets
28,500
192,787
Tangible assets
13
629,867
404,475
Investments
14
62,500
658,367
659,762
Current assets
Debtors
16
4,179,327
3,694,250
Cash at bank and in hand
780,772
1,340,787
4,960,099
5,035,037
Creditors: amounts falling due within one year
17
(3,508,826)
(3,026,103)
Net current assets
1,451,273
2,008,934
Total assets less current liabilities
2,109,640
2,668,696
Creditors: amounts falling due after more than one year
18
(525,860)
(276,860)
Provisions for liabilities
Deferred tax liability
20
138,500
92,496
(138,500)
(92,496)
Net assets
1,445,280
2,299,340
Capital and reserves
Called up share capital
22
30
39
Share premium account
369,912
369,912
Capital redemption reserve
77
68
Profit and loss reserves
1,075,261
1,929,321
Total equity
1,445,280
2,299,340
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024
31 December 2024
- 10 -
These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.
The financial statements were approved by the board of directors and authorised for issue on 23 May 2025 and are signed on its behalf by:
23 May 2025
S Maslin
Director
Company registration number 07404797 (England and Wales)
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
14
1,650,001
1,650,000
Current assets
Debtors
16
286,700
3
Cash at bank and in hand
6,887
598
293,587
601
Creditors: amounts falling due within one year
17
(994,641)
(962,505)
Net current liabilities
(701,054)
(961,904)
Total assets less current liabilities
948,947
688,096
Creditors: amounts falling due after more than one year
18
(525,860)
(276,860)
Net assets
423,087
411,236
Capital and reserves
Called up share capital
22
30
39
Share premium account
369,912
369,912
Capital redemption reserve
77
68
Profit and loss reserves
53,068
41,217
Total equity
423,087
411,236
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,367,178 (2023 - £1,725,390 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 23 May 2025 and are signed on its behalf by:
23 May 2025
S Maslin
Director
Company registration number 07404797 (England and Wales)
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2023
45
209,982
50
2,144,337
2,354,414
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
-
1,435,025
1,435,025
Issue of share capital
22
12
159,930
-
-
159,942
Dividends
11
-
-
-
(550,041)
(550,041)
Purchase of own shares
22
(18)
-
18
(1,100,000)
(1,100,000)
Balance at 31 December 2023
39
369,912
68
1,929,321
2,299,340
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
501,267
501,267
Dividends
11
-
-
-
(105,327)
(105,327)
Purchase of own shares
22
(9)
-
9
(1,250,000)
(1,250,000)
Balance at 31 December 2024
30
369,912
77
1,075,261
1,445,280
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2023
45
209,982
50
(34,132)
175,945
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
-
1,725,390
1,725,390
Issue of share capital
22
12
159,930
-
-
159,942
Dividends
11
-
-
-
(550,041)
(550,041)
Purchase of own shares
22
(18)
-
18
(1,100,000)
(1,100,000)
Balance at 31 December 2023
39
369,912
68
41,217
411,236
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
1,367,178
1,367,178
Dividends
11
-
-
-
(105,327)
(105,327)
Purchase of own shares
22
(9)
-
9
(1,250,000)
(1,250,000)
Balance at 31 December 2024
30
369,912
77
53,068
423,087
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
28
821,694
2,503,760
Interest paid
(39,701)
(43,401)
Income taxes (paid)/refunded
(394,695)
106,482
Net cash inflow from operating activities
387,298
2,566,841
Investing activities
Purchase of intangible assets
(30,000)
-
Purchase of tangible fixed assets
(423,367)
(233,121)
Proceeds from disposal of tangible fixed assets
13,391
13,778
Purchase of subsidiaries, net of cash acquired
(1)
-
Proceeds from disposal of associates
106,250
-
Repayment of loans
(36,800)
-
Interest received
15,381
2,860
Net cash used in investing activities
(355,146)
(216,483)
Financing activities
Redemption of shares
(323,640)
(760,599)
Repayment of bank loans
(200,000)
(200,000)
Dividends paid to equity shareholders
(68,527)
(323,141)
Net cash used in financing activities
(592,167)
(1,283,740)
Net (decrease)/increase in cash and cash equivalents
(560,015)
1,066,618
Cash and cash equivalents at beginning of year
1,340,787
274,169
Cash and cash equivalents at end of year
780,772
1,340,787
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
1
Accounting policies
Company information
Bond Bryan Architects (Holdings) Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 152 Rockingham Street, Sheffield, S1 4EB.
The group consists of Bond Bryan Architects (Holdings) Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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.
When reviewing the disclosure requirements for the company, the directors have chosen to align with the disclosure requirements available to a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
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: Interest income/expense and net gains/losses for financial instruments not measured at fair value; 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.
1.2
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Bond Bryan Architects (Holdings) Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
1.4
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.5
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.
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.
1.6
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.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.7
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.8
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation 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:
Purchase of name
Useful life in line with goodwill
1.9
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 improvements
Over the life of the lease
Fixtures and fittings
15% - 33% straight line
Computers
33% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.10
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
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 group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
1.11
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). 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.
1.12
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.
1.13
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
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 group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
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.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.14
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.15
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 20 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.16
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.
1.17
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.18
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 leased asset are consumed.
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 21 -
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Stage of completion - professional services
The group has a number of contracts for rendering of professional services which are treated in line with FRS102 s23. The group recognises revenue throughout the length of the contract based on its stage of completion. The stage of completion is measured based on labour costs incurred to date compared to cost to complete. Assessing the costs to complete involves a degree of estimations and as such actual outcomes can vary significantly from estimates.
Invoicing on contracts can be upfront or in arrears. As such, deferred income included in amounts owed to contract customers of £283,854 (2023 - £409,454) has been recognised along with accrued income included in amounts owed by contract customers of £311,462 (2023 - £453,701).
3
Turnover and other revenue
All of the company's turnover is attributable to the main trade and the UK market.
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
197,975
138,920
Profit on disposal of tangible fixed assets
(13,391)
(9,705)
Amortisation of intangible assets
194,287
192,782
Operating lease charges
307,955
340,427
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
7,800
11,000
Audit of the financial statements of the company's subsidiaries
19,600
17,000
27,400
28,000
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Directors
7
7
7
7
Administration
15
13
-
-
Technical
149
101
-
-
Total
171
121
7
7
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
7,120,674
5,386,790
Social security costs
779,566
597,551
-
-
Pension costs
285,232
164,452
8,185,472
6,148,793
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
728,995
660,610
Company pension contributions to defined contribution schemes
70,328
30,191
799,323
690,801
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
131,962
113,798
Company pension contributions to defined contribution schemes
6,710
3,390
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 7 (2023 - 7).
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
15,381
2,860
9
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
31,356
43,401
Other interest
8,345
-
Total finance costs
39,701
43,401
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
53,187
441,301
Adjustments in respect of prior periods
(61,035)
78,763
Total current tax
(7,848)
520,064
Deferred tax
Origination and reversal of timing differences
46,004
33,301
Total tax charge
38,156
553,365
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Taxation
(Continued)
- 24 -
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
539,423
1,988,390
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
134,856
467,669
Tax effect of expenses that are not deductible in determining taxable profit
24,838
16,652
Gains not taxable
(37,500)
Unutilised tax losses carried forward
10,351
Capital allowances in excess of depreciation
(31,306)
Amortisation on assets not qualifying for tax allowances
48,197
45,484
Research and development tax credit
(67,500)
(88,322)
Under/(over) provided in prior years
(61,035)
78,763
Deferred tax adjustments in respect of prior years
(3,700)
Utilisation of research and development tax losses
20,773
Change in deferred tax liabilities
33,301
Taxation charge
38,156
553,365
11
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
105,327
550,041
12
Intangible fixed assets
Group
Goodwill
Negative goodwill
Purchase of name
Total
£
£
£
£
Cost
At 1 January 2024
2,593,170
(256,937)
140,824
2,477,057
Additions
30,000
30,000
At 31 December 2024
2,623,170
(256,937)
140,824
2,507,057
Amortisation and impairment
At 1 January 2024
2,390,946
(231,246)
124,570
2,284,270
Amortisation charged for the year
203,724
(25,691)
16,254
194,287
At 31 December 2024
2,594,670
(256,937)
140,824
2,478,557
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
12
Intangible fixed assets
(Continued)
- 25 -
Carrying amount
At 31 December 2024
28,500
28,500
At 31 December 2023
202,224
(25,691)
16,254
192,787
The company had no intangible fixed assets at 31 December 2024 or 31 December 2023.
The goodwill and negative goodwill is being amortised evenly over the directors' estimate of its useful life of 10 years. All brought forward intangible fixed assets have been fully amortised in the year. At the year end, the goodwill purchased in the year began to be amortised and has an estimated useful life of 10 years.
13
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 January 2024
156,340
94,678
606,276
857,294
Additions
153,182
51,296
218,889
423,367
Disposals
(130,452)
(130,452)
At 31 December 2024
309,522
145,974
694,713
1,150,209
Depreciation and impairment
At 1 January 2024
17,378
38,949
396,492
452,819
Depreciation charged in the year
22,725
23,290
151,960
197,975
Eliminated in respect of disposals
(130,452)
(130,452)
At 31 December 2024
40,103
62,239
418,000
520,342
Carrying amount
At 31 December 2024
269,419
83,735
276,713
629,867
At 31 December 2023
138,962
55,729
209,784
404,475
The company had no tangible fixed assets at 31 December 2024 or 31 December 2023.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
14
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
15
1,650,001
1,650,000
Investments in associates
62,500
62,500
1,650,001
1,650,000
Movements in fixed asset investments
Group
Shares in associates
£
Cost or valuation
At 1 January 2024
62,500
Disposals
(62,500)
At 31 December 2024
-
Carrying amount
At 31 December 2024
-
At 31 December 2023
62,500
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
1,650,000
Additions
1
At 31 December 2024
1,650,001
Carrying amount
At 31 December 2024
1,650,001
At 31 December 2023
1,650,000
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 27 -
15
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
Indirect
Bond Bryan Architects (Southern) Limited
England & Wales
Ordinary
0
100.00
Bond Bryan Architects Limited
England & Wales
Ordinary
100.00
-
Fairhurst Architects Ltd***
England & Wales
Ordinary
100.00
-
*** Subsidiary undertaking claimed exemption from audit under s479A Companies Act 2006
All subsidiaries have been consolidated using the acquisition method in the parent company.
As the subsidiaries are not listed, the investments are held at cost less impairment as their fair values cannot be reliably determined.
16
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
3,132,228
2,780,273
Amounts owed by contract customers
311,461
453,701
Corporation tax recoverable
63,190
Amounts owed by group undertakings
-
-
286,697
-
Other debtors
187,285
46,046
3
3
Prepayments
519,905
285,792
4,150,879
3,629,002
286,700
3
Amounts falling due after more than one year:
Other debtors
28,448
65,248
Total debtors
4,179,327
3,694,250
286,700
3
Company:
The amounts owed by group undertakings are unsecured, non interest bearing and repayable on demand.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 28 -
17
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
19
200,000
200,000
200,000
200,000
Amounts owed to contract customers
283,853
409,454
Trade creditors
624,983
191,746
Amounts owed to group undertakings
444,683
Corporation tax payable
54,331
520,064
Other taxation and social security
772,798
653,468
-
-
Other creditors
838,181
370,322
789,901
312,540
Accruals and deferred income
734,680
681,049
4,740
5,282
3,508,826
3,026,103
994,641
962,505
Company:
The amounts owed to group undertakings are unsecured, non interest bearing and repayable on demand.
18
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
19
50,000
250,000
50,000
250,000
Other creditors
475,860
26,860
475,860
26,860
525,860
276,860
525,860
276,860
19
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
250,000
450,000
250,000
450,000
Payable within one year
200,000
200,000
200,000
200,000
Payable after one year
50,000
250,000
50,000
250,000
The bank loans are secured by cross guarantees and debentures from all group companies and a charge over stocks and shares.
An £800,000 loan was taken in March 2022 at an interest rate of 3.06% plus Libor. The loan is repaid by quarterly instalments up to 31 March 2026.
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 29 -
20
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
138,500
92,496
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 January 2024
92,496
-
Charge to profit or loss
46,004
-
Liability at 31 December 2024
138,500
-
The deferred tax liability set out above is expected to reverse over the period fixed assets are depreciated over as it relates to accelerated capital allowances that are expected to mature within the same period.
21
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
285,232
164,452
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
22
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
3,000
3,901
30
39
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
22
Share capital
(Continued)
- 30 -
Share classes
The Ordinary shares consist of 2,062 Ordinary shares of 1p each and 938 Growth shares of 1p each.
The different share classes of the company rank pari passu save as otherwise stated below:
Capital
The 2,062 Ordinary shares shall have preferential rights up to a fixed limit, after which any further amount will be paid to Ordinary share and Growth share holders as if they constituted one class of share.
Further details of the rights, preferences and restrictions attaching to the different classes of shares are available in the articles of association.
Deferred shares
On 25 October 2024 the parent company entered into a share buyback arrangement with a departing shareholder. This resulted in a reduction of 901 Ordinary Shares. At the balance sheet date, the company has 937 (2023 - 688) deferred shares which carry no rights to voting, capital or distributions. These deferred shares are not included in the totals disclosed above.
23
Acquisition of a business
In the year the group set up a new subsidiary, Fairhurst Architects Ltd. On 24 June 2024, the group purchased the trade and assets of The Fairhurst Design Group Limited, consideration of £56,000 was paid. The acquisition is not material to the group accounts.
24
Financial commitments, guarantees and contingent liabilities
The company has given an unlimited guarantee over all outstanding liabilities for the company that it has claimed the audit exemption for under S479A, see note 15.
25
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
357,548
153,874
-
-
Between two and five years
705,754
458,496
-
-
1,063,302
612,370
-
-
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 31 -
26
Related party transactions
During the year the group disposed of Bond Bryan Digital therefore the company is no longer a related party. At the year end, a balance of £nil (2023 - £5,416) was owed to the group by Bond Bryan Digital Limited.
The group has taken advantage of the exemptions available under FRS 102 Section 33.1A and have not disclosed transactions entered into between members of a group where subsidiaries are wholly owned by the parent.
The Directors are also the Key Management Personnel.
27
Directors' transactions
Interest free loans have been granted by the group to its directors as follows:
Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Director's Loan account 1
-
18,500
-
(9,200)
9,300
Director's Loan account 2
-
17,000
-
(9,200)
7,800
Director's Loan account 3
-
30,671
-
(9,200)
21,471
Director's Loan account 4
-
41,074
16,320
(25,043)
32,351
107,245
16,320
(52,643)
70,922
The loans were granted to the directors to fund either:
the purchase of shares in Bond Bryan Architects (Holdings) Limited and are to be repaid over a maximum 5 and 10 year period.
work related travel cost loans which are to be repaid over a 12 month period.
28
Cash generated from operations - group
2024
2023
£
£
Profit after taxation
501,267
1,435,025
Adjustments for:
Taxation charged
38,156
553,365
Finance costs
39,701
43,401
Investment income
(15,381)
(2,860)
Gain on disposal of tangible fixed assets
(13,391)
(9,705)
Amortisation and impairment of intangible assets
194,287
192,782
Depreciation and impairment of tangible fixed assets
197,975
138,920
Other gains and losses
(150,000)
-
Movements in working capital:
Increase in debtors
(417,826)
(556,933)
Increase in creditors
446,906
709,765
Cash generated from operations
821,694
2,503,760
BOND BRYAN ARCHITECTS (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 32 -
29
Analysis of changes in net funds - group
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
1,340,787
(560,015)
780,772
Borrowings excluding overdrafts
(450,000)
200,000
(250,000)
890,787
(360,015)
530,772
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