Company registration number 10123947 (England and Wales)
GALLAGHER GROUP HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
GALLAGHER GROUP HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr P Gallagher
Ms L Gallagher
Mr S Gallagher
Mrs N Sullivan
Mr R Gallagher
Secretary
Mr I Perkins
Company number
10123947
Registered office
Leitrim House, Little Preston
Coldharbour Lane
Aylesford
Maidstone
Kent
ME20 7NS
Auditor
Goldblatts
4th Floor
4 Tabernacle Street
London
EC2A 4LU
Business address
Leitrim House, Little Preston
Coldharbour Lane
Aylesford
Maidstone
Kent
ME20 7NS
Bankers
HSBC
39 High Street
Ashford
Kent
TN24 8TG
Solicitors
DGB Solicitors
The Captain's House
Central Avenue Pembroke
Chatham Maritime
Kent
ME4 4UF
GALLAGHER GROUP HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 5
Directors' report
6 - 8
Independent auditor's report
9 - 11
Group statement of comprehensive income
12
Group balance sheet
13
Company balance sheet
14
Group statement of changes in equity
15
Company statement of changes in equity
16
Group statement of cash flows
17
Company statement of cash flows
18
Notes to the financial statements
19 - 40
GALLAGHER GROUP HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 1 -
The directors present the strategic report for the year ended 30 September 2024.
Review of the business
The results for the year ended 30 September 2024 show an operating profit of £14.4m (2023: £12.0m) on sales of £122.0m (2023: £113.1m).
Turnover increased by 8%, largely as a result of higher activity from construction services. Gross margin at £32.4m is up on the £31.0m achieved last year due to increased activity and efficiencies. Gross margin return at 26.5% is broadly in line with the 27.4% achieved last year.
Administration costs at £18.0m have reduced compared to last year's £19.0m reflecting increased efficiency in back-office functions.
Operating profit at £14.4m represents a 11.8% return compared to last year's £12.0m and 10.6% return.
The underlying strong results continue to be achieved due to the quality of the entire workforce, the "can-do" attitude that runs through the whole business, and our customers' confidence in the group's ability to complete projects to a high standard.
Groundwork and civil engineering sub-contracting remains our core business, Principal Contracting in building and civil engineering is now a well-established feature of our business model, focused on projects that suit us, both for our sister company Gallagher Properties Limited and for third party clients. This is providing increasing opportunities, as clients see the benefit of removing duplicate cost and margin from the construction process. The group continues to benefit from synergies created by trading with its related company, Gallagher Aggregates Limited.
The group’s financial strength, reputation, experience, and technical knowledge together with the support from associated companies involved in quarrying, landfill and property development are all features that make us attractive to our clients.
With the continued expectation of good results from the subsidiaries the Group is in a strong financial position to reinvest in the future growth and stability of the whole Gallagher Group. Our modern and wide-ranging plant fleet assists greatly in ensuring that our site operations are undertaken in a safe and efficient manner.
Until 30 September 2024 the company was ultimately controlled by Mr. P Gallagher, who owned 100% of the issued share capital of Gallagher Group Holdings Limited. On the same date, P Gallagher Limited acquired the shares in Gallagher Group Holdings Limited.
Future Prospects
The Group has entered the new financial year with a strong order book and a good level of tenders. General inflation levels have reduced, which should provide some confidence to the market, however are still above the target levels. Interest rates remain high, however have started to fall, albeit at a slower rate than previously expected. Our focus on delivering high-quality projects to a loyal customer base ensures a positive outlook.
Planning permission for commercial development has been granted on a plot of Land owned by the company in Paddock Wood, now known as The Hop Exchange, all options for its future development or sale are being considered.
GALLAGHER GROUP HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 2 -
Principal risks and uncertainties
There are a number of potential risks and uncertainties which could impact the Group’s performance, and these are considered by the Board on a regular basis. The Board of Directors and the relevant management teams consider the risks of all significant business decisions and changes in the external environment and in the group’s operations. The key risks affecting the business are as follows:
Operating Risk – the Group’s reputation and continued success depends on its ability to provide services which are valued by its customers. The group regularly reviews the quality of its services both internally and externally through client feedback and evaluation to ensure the reputation of the group is maintained at a high level with all stakeholders.
Market – the Group operates in a specialised market and seeks to maintain a competitive advantage by offering an appropriate and relevant service range and providing a high level of customer service from professional and dedicated staff. The group keeps abreast of developments in the market through maintaining regular dialogue with its clients and monitoring competitors and the wider economic environment.
Personnel Risk – the Group is a privately-owned business and places great emphasis on recruiting, training, rewarding and retaining high quality people. The Directors consider staff resourcing and succession planning on a regular basis. We promote from within whenever we can to maintain the group culture. We also embrace new people from elsewhere as they bring fresh ideas and the benefits of their experience.
Financial Risk – the Group is principally funded from retained profits. Financial monitoring, forecasting, and planning are ever present processes with the care taken to achieve a reasonable profit margin and investment in resources whilst maintaining delivery of a high-quality service to customers.
Taxation Risk – the Group is exposed to financial risks from increases in tax rates and the basis of taxation including corporation tax and VAT. Principal controls include regular monitoring of legislative proposals, the engagement of executives and the use of experienced sector specific professional advisers to mitigate the impact of any changes and ensure compliance.
Information Technology – the Group relies heavily on systems to operate its business, ordering goods, paying suppliers, ensuring health and safety records are accurate, accounting and payroll. The risk of Cyber-attacks is ever present and an increasing risk to every business. Ensuring we have robust and up to date cyber security measures and vigilant users is critical to the successful running of these systems, as well as employing appropriately skilled and experienced staff and external specialist support as required.
Health and Safety and Environmental Management
The Group considers health, safety, and environmental management to be a top priority within the business. We approach the subject in a responsible, practical and pragmatic manner, concentrating on the things that make a difference. Gallagher Limited is ISO45001 accredited, has reformed its QA system through Flowforma, has started using Chime time and attendance which has provided a live training matrix for our projects in addition to using Skillco to assist management of our training needs. We have a positive and professional attitude to these subjects led by the Directors and senior managers who are required to set a good example.
To achieve high standards, we make sure we have the correct competent, trained people and modern well-maintained plant and equipment. Our management systems and policies provide clear guidance and monitoring/reporting and analysis of performance and incidents. Our internal resources are audited and supported by external industry experts, with “prevention”, “learning from experience” and “continuous improvement” being the underlying themes. During 2023, the HSQE management systems have been reassessed and externally certified as compliant by Achilles Building Confidence, ISO 9001 and ISO 14001 and Construction line Level 3 Gold. In 2021 we also gained accreditation to ISO 45001. We continue to focus on the Health and Safety requirements of the business, and believe we have put in place processes and procedures that ensure a high level of safety for our staff, customers, and suppliers.
Development and performance
The balance sheet on page 13 of the financial statements shows that the group's financial position at the year end is strong in both net assets and liquidity terms.
GALLAGHER GROUP HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 3 -
Key performance indicators
Our Financial key performance indicators are:
2024 2023 2022 2021
Turnover £ million £122.1 £113.2 £95.5 £125.4
Gross Margin £’million £32.4 £31.0 £21.8 £27.5
Gross Margin % 26.6% 27.4% 22.8% 21.9%
Operating Profit £’million £14.4 £12.0 £8.4 £12.8
Operating Profit % 11.8% 10.6% 8.9% 10.2%
Cash Flow £million £11.0 £20.4 £-7.1 £18.0
Net cash balance £million £57.8 £46.8 £26.4 £33.5
Cash Measure - the net cash balance (Cash and cash equivalents less borrowings) is a measure of the strength of the balance sheet and to confirm that the group has the funds necessary to continue to grow organically.
Net cash balance £57.8m (2023: £46.8m) an increase of £11.0m on the previous year.
Other performance indicators
We measure and analyse several non-financial criteria in order to identify our performance and to help spot trends, including:
Health and Safety – RIDDOR accidents, minor accidents, Toolbox talks, near misses, Service Strikes and rolling Accident Frequency rate.
Staff turnover – staff who leave and the reasons thereto.
Enquiry success rate for tenders and price estimates.
The number of vacant days amongst the investment property units.
Payments to suppliers
We respect the role that suppliers play in the success of the business and as such we aim to pay suppliers to the agreed terms. Generally speaking, our policy is to pay suppliers 45 days from the end of the month of delivery. Other terms can be agreed in exceptional circumstances.
GALLAGHER GROUP HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 4 -
Statement in respect of Section 172 (1) Companies Act 2006 for the Accounting Period ending 30th September 2024
Within the legal Group of companies is Gallagher Group Limited, Gallagher Limited and Gallagher Plant Limited. The Group is ultimately controlled by a family of shareholders. The same shareholders also ultimately control Gallagher Aggregates Limited, they are not part of the same legal Group of companies.
The management define the success of the business as long-term value creation for all parts of the Gallagher Group and associated companies. Working together to provide efficient solutions that can use all elements of the Group of companies’ resources, contracting, aggregates, concrete, masonry, recycling, property investment and property development.
The Board is committed to and actively encourages effective relationships and communications with all the group’s stakeholders to obtain a greater understanding of each other’s needs and objectives. This way we can optimise the long-term value creation and success of the group. The group has identified the following key stakeholders and explains how the Board considers their interests.
Shareholders: The group is ultimately controlled by a family of shareholders, who also take an active role in managing the business along with the Executives. The Board has a very close dialogue with the shareholders through regular discussions, Board meetings and routine financial and operational reporting. These processes ensure that the long-term strategy of the business is aligned with their expectations. Annual detailed Budgets and 3-year Business plans are prepared, presented, discussed, and approved by the Board that are aligned to the shareholders' goals. Decisions are made at regular Board and Management meetings. Governance is established using an Authority Schedule and the inclusion of 2 experienced non-executive Directors who liaise closely with the shareholders and Executive team and family members through the Family Council forum.
Colleagues: The group is a family business and recognises the hugely important role that staff have in making the business successful. It prides itself on having the best people to create strong teams and who all essentially care for the business. We aim to be the employer of choice offering both formal and informal training for all. Gallagher’s culture is to instill pride in our work and ensure quality workmanship prevails throughout the workplace. We want everyone to feel part of the family by making people feel valued, engaged, and safe.
Customers and Suppliers: The group wants to be first choice for value-minded clients, our values state that we are customer-focused, we listen and are eager to learn, we are passionate and confident, we are solution-driven, we are a business of character, and we work as a team. This will ensure that our customers’ needs are met. Delivering high-quality solutions will lead to repeat business. We equally recognise that along with our staff we rely heavily on like-minded suppliers of materials and services. We aim to treat our suppliers with respect and will work with them to ensure their needs are met. Suppliers delivering high levels of service and quality are met with loyalty from the group.
GALLAGHER GROUP HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 5 -
Environment: The Group is aware of the increasing need to protect the environment and has recently completed its fifth Streamlined Energy and Carbon report. The results of the report are summarised in the Directors Report, which shows an increase in energy consumption in 2024 versus 2023. The increase was driven by the nature of the groundworks and civil engineering projects undertaken by Gallagher Limited, which involved the use of more heavy plant during 2024 compared to 2023. The Group aims to be carbon neutral and is reviewing its use of fuels as well as other carbon reduction related projects. Our Social Value report has also just been updated and shows that the Group continues to add significant economic and social value to the area in which it operates, South East England. The Group is a large employer of local people and a large user of local suppliers and services. It also makes material donations to local and national charities and encourages employees to complete charitable work across the community.
Mr I Perkins
Secretary
10 June 2025
GALLAGHER GROUP HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 6 -
The directors present their annual report and financial statements for the year ended 30 September 2024.
Principal activities
The principal activities of the group continued to be that of construction, plant hire, property investors and providing services to the construction industry and its subsidiaries.
Gallagher Group Holdings Limited is one of the largest privately owned building, civil engineering and plant hire businesses in Kent. Its subsidiaries have over 50 years experience and a desire to continually improve the services we provide and the environment in which we live and work.
Results and dividends
The results for the year are set out on page 12.
Ordinary dividends were paid amounting to £3,500,000. 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:
Mr P Gallagher
Ms L Gallagher
Mr S Gallagher
Mrs N Sullivan
Mr R Gallagher
Financial instruments
Treasury operations and Financial instruments
The group's principal financial instruments comprise bank balances, trade creditors, trade debtors and work in progress. The main purpose of these instruments is to raise funds for the company's operations and to finance the company's operations.
Liquidity risk
The group manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operating needs of the business.
Interest rate risk
The group is subject to the risk of interest rate fluctuations, with it affecting its interest earning operations. In respect of loan from group undertakings and companies under common control, these are interest free.
Auditor
In accordance with the company's articles, a resolution proposing that Goldblatts be reappointed as auditor of the group will be put at a General Meeting.
GALLAGHER GROUP HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 7 -
Energy and carbon report
As the group has consumed more than 40,000 kWh of energy in this reporting period, it is required to prepare an SECR report on its emissions, energy consumption and energy efficiency activities.
2024
2023
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
34,560,371
16,863,555
2024
2023
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
8,084.51
3,474.68
- Fuel consumed for owned transport
457.72
467.85
8,542.23
3,942.53
Scope 2 - indirect emissions
- Electricity purchased
33.42
44.51
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the group
70.62
46.35
Total gross emissions
8,646.27
4,033.39
Intensity ratio
tCO2e (gross Scope 1 & 2, market-based) per £M revenue
70.89
36.76
Quantification and reporting methodology
The Group has appointed Carbon Footprint Ltd, a leading carbon and energy management company, to independently assess its Greenhouse Gas (GHG) emissions in accordance with the UK Government’s ‘Environmental Reporting Guidelines: Including Streamlined Energy and Carbon Reporting Guidance’.
Intensity measurement
The GHG emissions have been assessed following the GHG Protocol Corporate Standard and has used the 2024 emission conversion factors published by Department for Environment, Food and Rural Affairs (Defra) and the Department for Business, Energy & Industrial Strategy (BEIS). The assessment follows the dual reporting approach for assessing Scope 2 emissions from electricity usage. The financial control approach has been used.
Measures taken to improve energy efficiency
Currently, 100% of our electricity is backed by renewable sources. Additionally, this year HVO was used at one of larger projects and 121.6tCO2e was avoided as a result. The CO2 impact is deemed out of scope as per DEFRA guidelines.
GALLAGHER GROUP HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 8 -
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 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.
Strategic report
The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future developments and the need to foster business relationships with suppliers, customers and others.
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.
By order of the board
Mr I Perkins
Secretary
10 June 2025
GALLAGHER GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GALLAGHER GROUP HOLDINGS LIMITED
- 9 -
Opinion
We have audited the financial statements of Gallagher Group Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 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, the company 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 30 September 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 have been prepared in accordance with applicable legal requirements.
GALLAGHER GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GALLAGHER GROUP HOLDINGS LIMITED
- 10 -
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 their 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 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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows;
the engagement partner ensured the engagement team had the appropriate competence, capabilities and skills to identify or recognise possible non-compliance with applicable laws and regulations.
we identify significant laws and regulations applicable to the company through discussions with directors, along with our commercial knowledge and experience of the construction industry, plant hire industry, management services and commercial landlord sector in which our client operates.
we focused on specific laws and regulations which we consider may have a material effect on the financial statements or operations of the company, including Health & Safety regulations, Emission regulations, Landlord and Tennant Act, Planning law, Companies Act 2006, taxation legislation, data protection and employment law.
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
GALLAGHER GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GALLAGHER GROUP HOLDINGS LIMITED
- 11 -
We assessed the susceptibility of the group’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
considered the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
have performed analytical procedures to identify any unusual variances
reviewed and tested journal entries and other adjustments to identify any unusual transactions
assessed judgements and assumptions used in determining the accounting estimates which could indicate any potential bias
investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
reviewing disclosures in the financial statements and testing to supporting documentation.
reviewing meeting minutes where available
discussions with management regarding actual or potential litigations and / or claims.
reviewing correspondence with HMRC and other relevant regulators
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from the financial transactions, the less likely it is that we would become aware or any possible non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of directors and other management and the inspection of regulatory and legal correspondence, if any
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.
Mary Gregori FCA, FCCA (Senior Statutory Auditor)
For and on behalf of Goldblatts, Statutory Auditor
Chartered Accountants
4th Floor
4 Tabernacle Street
London
EC2A 4LU
10 June 2025
GALLAGHER GROUP HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 12 -
2024
2023
Notes
£
£
Turnover
3
122,079,915
113,169,496
Cost of sales
(89,639,632)
(82,200,339)
Gross profit
32,440,283
30,969,157
Administrative expenses
(18,022,989)
(18,987,481)
Operating profit
4
14,417,294
11,981,676
Interest receivable and similar income
8
2,241,525
1,067,111
Interest payable and similar expenses
9
(128,599)
(59,749)
Changes in value of investments
10
(521,191)
427,105
Profit before taxation
16,009,029
13,416,143
Tax on profit
11
(4,853,420)
(3,570,556)
Profit for the financial year
29
11,155,609
9,845,587
Profit for the financial 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.
GALLAGHER GROUP HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 13 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
14
4,085,660
6,280,941
Tangible assets
15
12,545,784
10,446,822
Investment properties
16
6,159,200
6,588,576
Investments
18
882,991
724,806
23,673,635
24,041,145
Current assets
Stocks
19
5,432,676
5,217,437
Debtors
20
21,137,236
30,347,705
Cash at bank and in hand
57,773,525
46,781,343
84,343,437
82,346,485
Creditors: amounts falling due within one year
21
(30,998,382)
(37,068,396)
Net current assets
53,345,055
45,278,089
Total assets less current liabilities
77,018,690
69,319,234
Creditors: amounts falling due after more than one year
22
(603,219)
(1,130,805)
Provisions for liabilities
Deferred tax liability
24
2,720,678
2,149,246
(2,720,678)
(2,149,246)
Net assets
73,694,793
66,039,183
Capital and reserves
Called up share capital
27
3,401
3,400
Merger relief reserve
28
29,211,990
29,211,990
Profit and loss reserves
29
44,479,402
36,823,793
Total equity
73,694,793
66,039,183
The financial statements were approved by the board of directors and authorised for issue on 10 June 2025 and are signed on its behalf by:
10 June 2025
Mr P Gallagher
Director
GALLAGHER GROUP HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2024
30 September 2024
- 14 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investment property
16
6,159,200
6,588,576
Investments
18
39,041,355
39,041,355
45,200,555
45,629,931
Current assets
Stocks
19
5,405,143
5,169,373
Debtors
20
1,303,272
1,792,298
Cash at bank and in hand
30,207,052
21,969,777
36,915,467
28,931,448
Creditors: amounts falling due within one year
21
(1,443,356)
(918,080)
Net current assets
35,472,111
28,013,368
Total assets less current liabilities
80,672,666
73,643,299
Provisions for liabilities
Deferred tax liability
24
39,906
-
(39,906)
Net assets
80,672,666
73,603,393
Capital and reserves
Called up share capital
27
3,401
3,400
Share premium account
28
29,211,990
29,211,990
Profit and loss reserves
29
51,457,275
44,388,003
Total equity
80,672,666
73,603,393
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 £10,569,272 (2023 - £7,297,366 profit).
The financial statements were approved by the board of directors and authorised for issue on 10 June 2025 and are signed on its behalf by:
10 June 2025
Mr P Gallagher
Director
Company registration number 10123947 (England and Wales)
GALLAGHER GROUP HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 15 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2022
3,400
29,211,990
26,978,206
56,193,596
Year ended 30 September 2023:
Profit and total comprehensive income
-
-
9,845,587
9,845,587
Balance at 30 September 2023
3,400
29,211,990
36,823,793
66,039,183
Year ended 30 September 2024:
Profit and total comprehensive income
-
-
11,155,609
11,155,609
Issue of share capital
27
1
-
1
Bonus issue of shares
27
3,400
3,400
Dividends
12
-
-
(3,500,000)
(3,500,000)
Reduction of shares
27
(3,400)
-
-
(3,400)
Balance at 30 September 2024
3,401
29,211,990
44,479,402
73,694,793
GALLAGHER GROUP HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 16 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2022
3,400
29,211,990
37,090,637
66,306,027
Year ended 30 September 2023:
Profit and total comprehensive income for the year
-
-
7,297,366
7,297,366
Balance at 30 September 2023
3,400
29,211,990
44,388,003
73,603,393
Year ended 30 September 2024:
Profit and total comprehensive income
-
-
10,569,272
10,569,272
Issue of share capital
27
1
-
1
Bonus issue of shares
27
3,400
3,400
Dividends
12
-
-
(3,500,000)
(3,500,000)
Reduction of shares
27
(3,400)
-
-
(3,400)
Balance at 30 September 2024
3,401
29,211,990
51,457,275
80,672,666
GALLAGHER GROUP HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 17 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
34
22,434,803
25,483,002
Interest paid
(128,599)
(59,749)
Income taxes paid
(4,589,521)
(2,668,784)
Net cash inflow from operating activities
17,716,683
22,754,469
Investing activities
Purchase of tangible fixed assets
(4,725,080)
(3,429,271)
Proceeds from disposal of tangible fixed assets
560,239
1,095,104
Purchase of investments
(250,000)
(200,000)
Interest received
2,241,525
1,067,111
Net cash used in investing activities
(2,173,316)
(1,467,056)
Financing activities
Payment of finance leases obligations
(1,051,185)
(897,228)
Dividends paid to equity shareholders
(3,500,000)
Net cash used in financing activities
(4,551,185)
(897,228)
Net increase in cash and cash equivalents
10,992,182
20,390,185
Cash and cash equivalents at beginning of year
46,781,343
26,391,158
Cash and cash equivalents at end of year
57,773,525
46,781,343
GALLAGHER GROUP HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 18 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
35
775,287
2,400,687
Interest paid
(1,386)
(667)
Income taxes paid
(207,970)
(76,679)
Net cash inflow from operating activities
565,931
2,323,341
Investing activities
Interest received
1,171,344
513,891
Dividends received
10,000,000
6,100,000
Net cash generated from investing activities
11,171,344
6,613,891
Financing activities
Dividends paid to equity shareholders
(3,500,000)
-
Net cash used in financing activities
(3,500,000)
-
Net increase in cash and cash equivalents
8,237,275
8,937,232
Cash and cash equivalents at beginning of year
21,969,777
13,032,545
Cash and cash equivalents at end of year
30,207,052
21,969,777
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 19 -
1
Accounting policies
Company information
Gallagher Group Holdings Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Leitrim House, Little Preston, Coldharbour Lane, Aylesford, Maidstone, Kent, ME20 7NS.
The group consists of Gallagher Group Holdings Ltd 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.
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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
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.
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Gallagher Group Holdings Ltd 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 30 September 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.
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 represents amounts receivable for goods and services net of VAT and trade discounts. Sales are recognised on the basis of work measured, valued and certified at the year end.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 20 -
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
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
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.
1.7
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
12.5% - 18% straight line
Plant and equipment
20% - 33% straight line
Fixtures and fittings
20% - 33% straight line
Motor vehicles
25% - 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.
1.8
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.9
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.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 21 -
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.
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.
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.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
1.10
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.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
1.11
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.12
Construction contracts
Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.
When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.
Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period.
The “percentage of completion method” is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by the proportion of contract costs incurred for work performed to date compared to the estimated total contract costs. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as stocks, prepayments or other assets depending on their nature, and provided it is probable they will be recovered.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 22 -
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.
1.14
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The merger relief reserve has arisen to reflect the true value of the shares issued and is not a distributable reserve.
1.15
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 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.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 23 -
1.17
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.18
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
1.19
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.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 24 -
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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Valuation of Goodwill
In calculating the goodwill figure, the cost of the investment in Gallagher Group Limited was arrived at based on a valuation carried out by KPMG.
Fair value of net assets
The fair value of net assets has been calculated using the open market value at the date of acquisition where this is appropriate.
Stage of completion for ongoing contracts
The amounts due from contract customers requires the company to make a judgement in relation to the stage of completion of the contracts ongoing at the year end. Management are provided with internal valuations by experienced personnel based on the costs incurred to date and the terms and conditions of the contract.
Impairment review of Investment property & Fixed assets
Management regularly review the current market value, rental market and rental yields of the Investment property.
Management regularly review the depreciation rates given to each class of fixed asset to ensure they are carrying the asset at the appropriate value. Where necessary the impairment of assets is also considered where the net book value seems unrealisable.
Recoverability of Intercompany balances
Management regularly review the intercompany balances for recoverability.
3
Turnover and other revenue
An analysis of the group's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Construction services
118,989,749
106,473,912
Plant hire
512,294
1,915,596
Management services
1,753,838
2,967,128
Rental income
738,462
745,987
Recharges to tenants
85,572
1,066,873
122,079,915
113,169,496
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
3
Turnover and other revenue
(Continued)
- 25 -
2024
2023
£
£
Other revenue
Interest income
2,241,525
1,067,111
The total turnover of the group for the year has been derived from its principal activities wholly undertaken in the United Kingdom.
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
2,067,943
1,928,183
Depreciation of tangible fixed assets held under finance leases
1,147,700
797,494
Profit on disposal of tangible fixed assets
(405,603)
(702,452)
Amortisation of intangible assets
2,195,281
2,195,281
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
9,500
6,500
Audit of the financial statements of the company's subsidiaries
70,000
52,458
79,500
58,958
For other services
Taxation compliance services
3,150
3,450
All other non-audit services
58,362
20,030
61,512
23,480
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
8
9
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
6
Employees
(Continued)
- 26 -
The Group has no direct employees, all labour was supplied by Gallagher Resources Limited, including those paid under contract of service agreements.
The aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
10,901,537
11,775,041
Pension costs
56,000
56,000
10,901,537
11,831,041
56,000
7
Directors' remuneration
2024
2023
£
£
Company pension contributions to defined contribution schemes
-
56,000
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 0 (2023 - 4).
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
2,142,321
1,063,281
Interest receivable from group companies
3,830
Other interest income
99,204
-
Total income
2,241,525
1,067,111
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
2,142,321
1,067,111
9
Interest payable and similar expenses
2024
2023
£
£
Other finance costs:
Interest on finance leases and hire purchase contracts
82,388
59,082
Other interest
46,211
667
Total finance costs
128,599
59,749
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 27 -
10
Changes in value of investments
2024
2023
£
£
Changes in the fair value of investment properties
(429,376)
634,726
Other gains and losses
(91,815)
(207,621)
(521,191)
427,105
11
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
4,297,794
2,733,900
Deferred tax
Origination and reversal of timing differences
555,626
836,656
Total tax charge
4,853,420
3,570,556
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
16,009,029
13,416,143
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.00%)
4,002,257
2,951,551
Tax effect of expenses that are not deductible in determining taxable profit
253,391
247,791
Permanent capital allowances in excess of depreciation
(17,188)
(3,262)
Amortisation on assets not qualifying for tax allowances
548,820
482,961
Effect of revaluations of investments
66,140
(108,485)
Taxation charge
4,853,420
3,570,556
12
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
3,500,000
-
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 28 -
13
Impairments
Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:
2024
2023
Notes
£
£
In respect of:
Fixed asset investments
18
91,815
207,621
Recognised in:
Changes in value of investments
91,815
207,621
The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.
14
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 October 2023 and 30 September 2024
21,952,805
Amortisation and impairment
At 1 October 2023
15,671,864
Amortisation charged for the year
2,195,281
At 30 September 2024
17,867,145
Carrying amount
At 30 September 2024
4,085,660
At 30 September 2023
6,280,941
The company had no intangible fixed assets at 30 September 2024 or 30 September 2023.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 29 -
15
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 October 2023
608,124
15,290,727
432,584
1,643,347
17,974,782
Additions
5,051,953
90,516
326,772
5,469,241
Disposals
(1,523,770)
(366,680)
(1,890,450)
At 30 September 2024
608,124
18,818,910
523,100
1,603,439
21,553,573
Depreciation and impairment
At 1 October 2023
608,124
6,134,866
305,670
479,300
7,527,960
Depreciation charged in the year
2,890,128
63,381
262,134
3,215,643
Eliminated in respect of disposals
(1,447,259)
(288,555)
(1,735,814)
At 30 September 2024
608,124
7,577,735
369,051
452,879
9,007,789
Carrying amount
At 30 September 2024
11,241,175
154,049
1,150,560
12,545,784
At 30 September 2023
9,155,861
126,914
1,164,047
10,446,822
The company had no tangible fixed assets at 30 September 2024 or 30 September 2023.
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
Group
Company
2024
2023
2024
2023
£
£
£
£
Plant and equipment
4,452,297
4,241,676
16
Investment property
Group
Company
2024
2024
£
£
Fair value
At 1 October 2023
6,588,576
6,588,576
Net gains or losses through fair value adjustments
(429,376)
(429,376)
At 30 September 2024
6,159,200
6,159,200
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
16
Investment property
(Continued)
- 30 -
Investment property amounts to £6,159,200. The fair value of the investment property has been arrived at on the basis of a valuation carried out by BNP Paribas on 30 August 2024. BNP Paribas are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties. The directors considered the value on 30 September 2024 and are of the opinion that there has been no significant change in value since 30 August 2024.
If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Cost
5,865,000
5,865,000
5,865,000
5,865,000
Accumulated depreciation
-
-
-
-
Carrying amount
5,865,000
5,865,000
5,865,000
5,865,000
17
Subsidiaries
Details of the company's subsidiaries at 30 September 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Gallagher Group
See below
Ordinary
100.00
-
Gallagher Limited
See below
Ordinary
0
100.00
Gallagher Plant
See below
Ordinary
0
100.00
The registered office of the subsidiaries above is Leitrim House, Little Preston, Aylesford, Kent ME20 7NS.
18
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
17
39,041,355
39,041,355
Unlisted investments
882,991
724,806
882,991
724,806
39,041,355
39,041,355
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
18
Fixed asset investments
(Continued)
- 31 -
Movements in fixed asset investments
Group
Investments
£
Cost or valuation
At 1 October 2023
724,806
Additions
250,000
Valuation changes
(91,815)
At 30 September 2024
882,991
Carrying amount
At 30 September 2024
882,991
At 30 September 2023
724,806
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 October 2023 and 30 September 2024
39,041,355
Carrying amount
At 30 September 2024
39,041,355
At 30 September 2023
39,041,355
19
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Raw materials and consumables
27,533
48,064
-
-
Work in progress
5,405,143
5,169,373
5,405,143
5,169,373
5,432,676
5,217,437
5,405,143
5,169,373
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 32 -
20
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
9,387,151
15,868,395
163,652
61,291
Gross amounts owed by contract customers
6,816,171
8,351,773
Unpaid share capital
1
1
Corporation tax recoverable
153,410
11,556
Amounts owed by group undertakings
-
-
293,909
-
Other debtors
2,913,460
3,765,898
476,963
1,289,708
Prepayments and accrued income
1,794,165
2,299,311
368,747
441,299
21,064,358
30,296,933
1,303,272
1,792,298
Deferred tax asset (note 24)
66,578
50,772
21,130,936
30,347,705
1,303,272
1,792,298
Amounts falling due after more than one year:
Other debtors
6,300
Total debtors
21,137,236
30,347,705
1,303,272
1,792,298
The amounts owed by group companies, companies under common control and related parties (included within other debtors falling due within one year) are interest free, with no security and no fixed repayment terms.
21
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Obligations under finance leases
23
1,156,558
935,996
Trade creditors
7,735,850
6,938,746
36,047
305,754
Amounts owed to group undertakings
271,085
599,925
177,420
Corporation tax payable
1,016,513
1,166,386
232,478
116,401
Other taxation and social security
183,262
412,360
12,341
-
Deferred income
26
5,448,485
6,407,037
207,060
178,276
Other creditors
2,859,674
3,212,050
167,888
19,967
Accruals and deferred income
12,326,955
17,995,821
187,617
120,262
30,998,382
37,068,396
1,443,356
918,080
The amounts owed to companies under common control and other related parties (included in other creditors) are interest free, with no security and no fixed repayment terms.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 33 -
22
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Obligations under finance leases
23
603,219
1,130,805
The long term accrual has been classified inline with the terms of the agreement.
23
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
1,156,557
935,996
In two to five years
603,220
1,130,805
1,759,777
2,066,801
-
-
Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
24
Deferred taxation
Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Accelerated capital allowances
2,720,678
2,149,246
66,578
50,772
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Company
£
£
£
£
Accelerated capital allowances
-
39,906
-
-
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
24
Deferred taxation
(Continued)
- 34 -
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 October 2023
2,098,474
39,906
Charge/(credit) to profit or loss
555,626
(39,906)
Liability at 30 September 2024
2,654,100
-
We are expecting a net decrease of the deferred tax liability amounting to £937,436 in the next 12 months due to the written down allowances being in excess of the depreciation rate used.
25
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
-
56,000
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.
26
Deferred income
Group
Company
2024
2023
2024
2023
£
£
£
£
Deferred income
5,448,485
6,407,037
207,060
178,276
27
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and not fully paid
Ordinary shares of £1 each
3,400
3,396
3,400
3,396
A Ordinary shares of £1 each
-
4
-
4
Deferred share of £1 each
1
-
1
-
3,401
3,400
3,401
3,400
The company has one deferred share issued in the year but not fully paid.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 35 -
28
Share premium account
Group
Company
2024
2023
2024
2023
£
£
£
£
At the beginning and end of the year
29,211,990
29,211,990
29,211,990
29,211,990
The acquisition of Gallagher Group Limited gave rise to a merger relief reserve of £29,211,990.
29
Profit and loss reserves
Group
Company
2024
2023
2024
2023
£
£
£
£
At the beginning of the year
36,823,793
26,978,206
44,388,003
37,090,637
Profit for the year
11,155,609
9,845,587
10,569,272
7,297,366
Dividends
(3,500,000)
-
(3,500,000)
-
At the end of the year
44,479,402
36,823,793
51,457,275
44,388,003
Group
Company
2024
2023
2024
2023
£
£
£
£
Non-distributable profits included above
At the beginning of the year
119,719
(475,101)
119,719
(475,101)
Non distributable profits in the year
(389,470)
594,820
(389,470)
594,820
At the end of the year
(269,751)
119,719
(269,751)
119,719
Distributable profits
44,749,153
36,704,074
51,727,026
44,268,284
30
Operating lease commitments
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
490,000
-
-
-
Between two and five years
1,960,000
-
-
-
In over five years
2,450,000
-
-
-
4,900,000
-
-
-
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 36 -
31
Capital commitments
Amounts contracted for but not provided in the financial statements:
Group
Company
2024
2023
2024
2023
£
£
£
£
Acquisition of tangible fixed assets
505,736
-
-
-
32
Related party transactions
Transactions with related parties
During the year the group entered into the following transactions with related parties:
Sale of goods
Purchase of goods
2024
2023
2024
2023
£
£
£
£
Group
Companies under common control
2,936,443
5,011,891
4,381,469
3,861,233
Key management personnel
-
-
1,267,501
1,666,408
Other related parties
1,340,161
795,744
10,473,432
9,978,553
Company
Key management personnel
-
-
105,258
50,612
Other related parties
-
-
371,905
163,841
Loan interest received
2024
2023
£
£
Group
Other related parties
-
3,830
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
32
Related party transactions
(Continued)
- 37 -
Included in sales to companies under common control are the following significant transactions provided in the course of normal operations;
Management services £1,988,987 (2023- £2,684,728)
Construction services £392,387 (2023 - £479,977)
Plant hire services £554,136 (2023 - £1,846,686)
Included in sales to related parties are the following significant transactions provided in the course of normal operations;
Management services £251,026 (2023- £297,807)
Construction services £1,074,926 (2023- £491,732)
Included in purchases from companies under common control are the following significant transactions concluded in the course of normal operations;
Materials £4,098,100 (2023 - £3,521,628)
Advertising £207,875 (2023 - £243,562).
Included in purchases from other related parties are the following significant transactions concluded in the course of normal operations;
Labour £9,658,402 (2023 - £9,357,969).
Rent £443,125 (2023 - £427,500).
Management & Maintenance costs £187,295 ( 2023 - £147,841)
The following amounts were outstanding at the reporting end date:
Amounts owed to related parties
2024
2023
£
£
Group
Entities with control, joint control or significant influence over the group
271,085
-
Companies under common control
1,661,823
441,349
Key management personnel
867,323
835,056
Other related parties
259,451
1,407,919
Company
Entities with control, joint control or significant influence over the company
271,085
-
Entities over which the company has control
328,840
177,420
Companies under common control
-
527
Key management personnel
81,213
50,612
Other related parties
167,650
19,200
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
32
Related party transactions
(Continued)
- 38 -
The following amounts were outstanding at the reporting end date:
Amounts owed by related parties
2024
2023
Balance
Balance
£
£
Group
Companies under common control
487
1,295,158
Other related parties
2,139,380
2,139,340
Company
Entities over which the company has control
293,909
-
Other related parties
419,948
1,256,905
33
Controlling party
Until 30 September 2024 the company was ultimately controlled by Mr. P Gallagher, who owned 100% of the issued share capital of Gallagher Group Holdings Limited.
On the same date, P Gallagher Limited acquired the shares in Gallagher Group Holdings Limited.
P Gallagher Limited's registered office is 4th Floor, 4 Tabernacle Street, London, United Kingdom, ECA 4LU.
At the year end no one individual controls the company.
The following are the parents of the largest and smallest groups in which this company's results are consolidated:
Largest group
P Gallagher Limited
Smallest group
Gallagher Group Holdings Limited
Consolidated financial statements and copies can be obtained from - The Company Secretary, Leitrim House, Little Preston, Aylesford, Kent ME20 7NS.
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 39 -
34
Cash generated from group operations
2024
2023
£
£
Profit after taxation
11,155,609
9,845,587
Adjustments for:
Taxation charged
4,853,420
3,570,556
Finance costs
128,599
59,749
Investment income
(2,241,525)
(1,067,111)
Gain on disposal of tangible fixed assets
(405,603)
(702,452)
Fair value loss/(gain) on investment properties
429,376
(634,726)
Amortisation and impairment of intangible assets
2,195,281
2,195,281
Depreciation and impairment of tangible fixed assets
3,215,643
2,725,677
Other gains and losses
91,815
207,621
Movements in working capital:
Increase in stocks
(215,239)
(204,751)
Decrease/(increase) in debtors
9,368,130
(6,781,677)
(Decrease)/increase in creditors
(5,182,151)
11,059,292
(Decrease)/increase in deferred income
(958,552)
5,209,956
Cash generated from operations
22,434,803
25,483,002
35
Cash generated from operations - company
2024
2023
£
£
Profit after taxation
10,569,272
7,297,366
Adjustments for:
Taxation charged
284,141
192,618
Finance costs
1,386
667
Investment income
(11,171,344)
(6,613,891)
Fair value loss/(gain) on investment properties
429,376
(634,726)
Movements in working capital:
Increase in stocks
(235,770)
(199,743)
Decrease in debtors
489,027
3,125,720
Increase/(decrease) in creditors
380,415
(754,654)
Increase/(decrease) in deferred income
28,784
(12,670)
Cash generated from operations
775,287
2,400,687
GALLAGHER GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 40 -
36
Analysis of changes in net funds - group
1 October 2023
Cash flows
New finance leases
30 September 2024
£
£
£
£
Cash at bank and in hand
46,781,343
10,992,182
-
57,773,525
Obligations under finance leases
(2,066,801)
1,051,185
(744,161)
(1,759,777)
44,714,542
12,043,367
(744,161)
56,013,748
37
Analysis of changes in net funds - company
1 October 2023
Cash flows
30 September 2024
£
£
£
Cash at bank and in hand
21,969,777
8,237,275
30,207,052
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