Company registration number 02297920 (England and Wales)
GALLAGHER GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
GALLAGHER GROUP LIMITED
COMPANY INFORMATION
Directors
Mr P Gallagher
Mr S Hollingshead
Ms L Gallagher
Mr S Gallagher
Mr P Thomas
(Appointed 7 March 2025)
Secretary
Mr P Thomas
Company number
02297920
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 LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Statement of cash flows
12
Notes to the financial statements
13 - 24
GALLAGHER GROUP 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
During the year, the Company generated turnover of £8.8 million (2023: £10.8 million) and achieved an operating profit of £0.2 million (2023: £0.3 million).
Dividends of £10.0 million were received from group companies during the year (2023: £6.1 million), with a further £8.5m received in December 2024. A dividend of £10.0 million was declared and paid to the parent Company during the year (2023: £6.1 million), with a further £8.5m paid in December 2024.
Turnover decreased as a result of a decrease in operating costs, so re-charges to Group companies decreased.
Dividends referred to above were received from Gallagher Limited and paid to the parent Company, 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 target levels. Interest rates remain high, however have fallen recently, albeit at a slower rate than previously expected.
We remain the 'go to' contractor in Kent and the South-East due to our quality, service and technical abilities; overall we remain optimistic.
Principal risks and uncertainties
There are a number of potential risks and uncertainties which could impact the Company’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 Company’s operations. The key risks affecting the business are as follows:
Operating Risk – the Company’s reputation and continued success depends on its ability to provide services which are valued by its customers. The Company regularly reviews the quality of its services both internally and externally through client feedback and evaluation to ensure the reputation of the Company is maintained at a high level with all stakeholders.
Market Risk - the Company 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 Company 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 Company 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 Company culture. We also embrace new people from elsewhere as they bring fresh ideas and the benefits of their experience.
Financial Risk- the Company 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 Company 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 Company 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.
GALLAGHER GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 2 -
Health and Safety and Environmental Management
The Company considers health, safety, and environmental management to be a top priority within the business. We approach the subjects in a responsible, practical and pragmatic manner, concentrating on the things that make a difference.
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 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. 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.
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. Our policy is to pay suppliers 45 days from the end of the month of delivery. Other terms can be agreed.
Development and performance
The balance sheet on page 10 of the financial statements shows that the company's financial position at the year end is, in both net assets and liquidity terms, an improvement over the previous year.
Key performance indicators
Our financial key performance indicators are:
Revenue measure - the strength of revenue is an important measure of the success of the business plan but we value profit ahead of revenue.
Profit measure - the Company’s gross profit margin and operating profit are important measures of the implementation of the business plan.
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 Company has the funds necessary to continue to grow organically.
Other performance indicators
We measure one key non-financial criteria in order to identify our performance and to help spot trends, good or bad, that being;
Staff turnover – staff who leave and the reasons thereto.
GALLAGHER GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 3 -
Statement in respect of Section 172 (1) Companies Act 2006 for the Accounting Period ending 30th September 2024
The Company is owned by Gallagher Group Holdings Limited. Within the legal Group of companies is Gallagher Limited and Gallagher Plant Limited. Gallagher Group Holdings Limited is owned by P Gallagher Limited, which 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 principal activity of Gallagher Group Limited is to provide management services to its subsidiaries and other associated businesses. 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 Company’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 Company. The Company has identified the following key stakeholders and explains how the Board considers their interests.
Shareholders: The Company 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 Company 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 Company 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 Company.
Environment: The Company is aware of the increasing need to protect the environment and has recently completed its fifth Streamlined Energy and Carbon report. It aims to be carbon neutral and is reviewing its use of fuels as well as using the Carbon Offset scheme. 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 Company 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 P Thomas
Director
10 June 2025
GALLAGHER GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 4 -
The directors present their annual report and financial statements for the year ended 30 September 2024.
Principal activities
The principal activity of the company continued to be that of a holding company providing management services to its subsidiaries and related parties.
Results and dividends
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £10,000,000. The directors do not recommend payment of a final 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
Mr S Hollingshead
Mr L Taylor
(Resigned 17 November 2023)
Mr I Perkins
(Resigned 7 March 2025)
Ms L Gallagher
Mr S Gallagher
Mr P Thomas
(Appointed 7 March 2025)
Financial instruments
Treasury operations and financial instruments
The company'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 company 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 company is subject to the risk of interest rate fluctuations, with it affecting its interest earning operations. In respect of loans 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 company will be put at a General Meeting.
Energy and carbon report
As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
GALLAGHER GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 5 -
Statement of directors' responsibilities
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.
In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company'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 company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
Mr P Thomas
Director
10 June 2025
GALLAGHER GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GALLAGHER GROUP LIMITED
- 6 -
Opinion
We have audited the financial statements of Gallagher Group Limited (the 'company') for the year ended 30 September 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the 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 company's affairs as at 30 September 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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 LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GALLAGHER GROUP LIMITED (CONTINUED)
- 7 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
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 a holding company in which our client provides management services to its subsidiaries and related parties.
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, 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.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
considered the internal controls in place to mitigate risks of fraud and non-compliance with
laws and regulations.
GALLAGHER GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GALLAGHER GROUP LIMITED (CONTINUED)
- 8 -
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 LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
8,775,807
10,769,803
Administrative expenses
(8,526,694)
(10,421,661)
Operating profit
4
249,113
348,142
Interest receivable and similar income
8
10,052,409
6,110,341
Interest payable and similar expenses
9
(20,950)
Profit before taxation
10,280,572
6,458,483
Tax on profit
10
(302,163)
(321,868)
Profit for the financial year
9,978,409
6,136,615
The profit and loss account has been prepared on the basis that all operations are continuing operations.
GALLAGHER GROUP LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
12
612,659
454,043
Investments
13
1,000,100
1,000,100
1,612,759
1,454,143
Current assets
Debtors falling due after more than one year
15
6,300
Debtors falling due within one year
15
5,176,134
5,237,358
Cash at bank and in hand
1,563,535
966,897
6,745,969
6,204,255
Creditors: amounts falling due within one year
16
(5,168,168)
(4,468,726)
Net current assets
1,577,801
1,735,529
Total assets less current liabilities
3,190,560
3,189,672
Provisions for liabilities
Deferred tax liability
17
23,242
763
(23,242)
(763)
Net assets
3,167,318
3,188,909
Capital and reserves
Called up share capital
18
340
340
Profit and loss reserves
3,166,978
3,188,569
Total equity
3,167,318
3,188,909
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:
Mr P Gallagher
Mr P Thomas
Director
Director
Company registration number 02297920 (England and Wales)
GALLAGHER GROUP LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 October 2022
340
3,151,954
3,152,294
Year ended 30 September 2023:
Profit and total comprehensive income
-
6,136,615
6,136,615
Dividends
11
-
(6,100,000)
(6,100,000)
Balance at 30 September 2023
340
3,188,569
3,188,909
Year ended 30 September 2024:
Profit and total comprehensive income
-
9,978,409
9,978,409
Dividends
11
-
(10,000,000)
(10,000,000)
Balance at 30 September 2024
340
3,166,978
3,167,318
GALLAGHER GROUP LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 12 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
22
1,072,551
2,202,279
Interest paid
(20,950)
Income taxes paid
(279,414)
(240,446)
Net cash inflow from operating activities
772,187
1,961,833
Investing activities
Purchase of tangible fixed assets
(244,934)
(398,295)
Proceeds from disposal of tangible fixed assets
16,976
Interest received
52,409
10,341
Dividends received
10,000,000
9,200,000
Net cash generated from investing activities
9,824,451
8,812,046
Financing activities
Dividends paid
(10,000,000)
(10,700,000)
Net cash used in financing activities
(10,000,000)
(10,700,000)
Net increase in cash and cash equivalents
596,638
73,879
Cash and cash equivalents at beginning of year
966,897
893,018
Cash and cash equivalents at end of year
1,563,535
966,897
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 13 -
1
Accounting policies
Company information
Gallagher Group Limited is a private company limited by shares incorporated in England and Wales. The registered office is Leitrim House, Little Preston, Coldharbour Lane, Aylesford, Maidstone, Kent, ME20 7NS.
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.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Gallagher Group Limited is a wholly owned subsidiary of Gallagher Group Holdings Ltd and the results of Gallagher Group Limited are included in the consolidated financial statements of Gallagher Group Holdings Ltd which are available from the registered office.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company 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.
1.3
Turnover
Turnover represents amounts receivable for management charges calculated on the group overheads incurred by the company which are recharged to the other group companies net of VAT. Income is recognised on the provision of the service.
1.4
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:
Land and buildings Leasehold
18% Straight line
Fixtures, fittings & equipment
20% - 33% Straight line
Motor vehicles
25% Straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.5
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.6
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
1.7
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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
1.8
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.
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 15 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Fixed assets
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 company's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Management services
8,775,807
10,769,803
2024
2023
£
£
Other revenue
Interest income
52,409
10,341
Dividends received
10,000,000
6,100,000
The total turnover of the company for the year has been derived from its principal activity 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
80,367
74,833
Profit on disposal of tangible fixed assets
(11,025)
-
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 16 -
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
19,500
15,000
For other services
Taxation compliance services
1,000
1,150
All other non-audit services
14,957
2,692
15,957
3,842
6
Employees
The average monthly number of persons (including directors) deemed employed by the company during the year was:
2024
2023
Number
Number
6
7
The company has no direct employees, all labour was supplied by Gallagher Resources Limited, including those paid under contract of service agreements.
The aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
3,236,500
4,937,699
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
2,125,715
2,144,866
Compensation for loss of office
290,903
2,125,715
2,435,769
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2023 - 3).
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
7
Directors' remuneration
(Continued)
- 17 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
1,070,900
1,105,015
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
46,476
10,341
Other interest income
5,933
Total interest revenue
52,409
10,341
Income from fixed asset investments
Income from shares in group undertakings
10,000,000
6,100,000
Total income
10,052,409
6,110,341
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
46,476
10,341
9
Interest payable and similar expenses
2024
2023
£
£
Other finance costs:
Other interest
20,950
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
279,684
287,792
Deferred tax
Origination and reversal of timing differences
22,479
34,076
Total tax charge
302,163
321,868
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
10
Taxation
(Continued)
- 18 -
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
10,280,572
6,458,483
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.00%)
2,570,143
1,420,866
Tax effect of expenses that are not deductible in determining taxable profit
235,118
239,311
Permanent capital allowances in excess of depreciation
(3,098)
3,691
Dividend income
(2,500,000)
(1,342,000)
Taxation charge for the year
302,163
321,868
11
Dividends
2024
2023
£
£
Interim paid
10,000,000
6,100,000
12
Tangible fixed assets
Land and buildings Leasehold
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 October 2023
185,153
659,514
459,133
1,303,800
Additions
90,516
154,418
244,934
Disposals
(73,295)
(73,295)
At 30 September 2024
185,153
750,030
540,256
1,475,439
Depreciation and impairment
At 1 October 2023
185,153
532,600
132,004
849,757
Depreciation charged in the year
63,381
16,986
80,367
Eliminated in respect of disposals
(67,344)
(67,344)
At 30 September 2024
185,153
595,981
81,646
862,780
Carrying amount
At 30 September 2024
154,049
458,610
612,659
At 30 September 2023
126,914
327,129
454,043
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 19 -
13
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
14
1,000,100
1,000,100
14
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
Gallagher Limited
See below
Ordinary
100.00
Gallagher Plant Limited
See below
Ordinary
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Gallagher Limited
15,624,636
11,276,275
Gallagher Plant Limited
9,109,308
1,526,934
The registered office of the subsidiaries above is Leitrim House, Little Preston, Aylesford, Kent ME20 7NS.
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 20 -
15
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
3,140,954
2,140,736
Other debtors
1,496,577
1,911,554
Prepayments and accrued income
538,603
1,185,068
5,176,134
5,237,358
2024
2023
Amounts falling due after more than one year:
£
£
Other debtors
6,300
Total debtors
5,182,434
5,237,358
The amounts owed by group undertakings, companies under common control and other related parties (included under other debtors) are interest free, with no security and no fixed repayment terms.
16
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
1,590,047
682,155
Amounts owed to group undertakings
293,909
Corporation tax
170,611
170,341
Other taxation and social security
115,896
Other creditors
1,185,595
1,144,590
Accruals and deferred income
1,812,110
2,471,640
5,168,168
4,468,726
The amounts owed to group undertakings, companies under common control and other related parties (included under other creditors) are interest free, with no security and no fixed repayment terms.
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 21 -
17
Deferred taxation
The following is the analysis of the deferred tax balances for financial reporting purposes:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
23,242
763
2024
Movements in the year:
£
Liability at 1 October 2023
763
Charge to profit or loss
22,479
Liability at 30 September 2024
23,242
We are expecting a reduction in the deferred tax liability of £12,844 in the next 12 months due to the written down allowances being in excess of the depreciation rate used.
18
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
200
200
200
200
'A' Ordinary US$ shares of 70p each
200
200
140
140
400
400
340
340
19
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2024
2023
£
£
Within 1 year
490,000
Years 2-5
1,960,000
After 5 years
2,450,000
4,900,000
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 22 -
20
Related party transactions
Remuneration of key management personnel
The remuneration of key management personnel is as follows.
2024
2023
£
£
Aggregate compensation
273,134
250,424
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Sales
Purchases
2024
2023
2024
2023
£
£
£
£
Companies under common control
1,988,987
2,684,728
262,396
285,519
Key management personnel
-
-
251,500
859,705
Other related parties
251,026
297,807
4,405,330
4,637,076
The sales above are provided in the course of normal operations.
Included in purchases from companies under common control are the following significant transactions concluded in the course of normal operations;
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 £3,962,205 (2023 - £4,196,442).
Rent £443,125 (2023 - £427,500).
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts owed to related parties
£
£
Entities with control
293,909
-
Companies under common control
914,432
15,942
Key management personnel
331,500
584,444
Other related parties
271,163
1,128,648
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
20
Related party transactions
(Continued)
- 23 -
The following amounts were outstanding at the reporting end date:
2024
Balance
Amounts owed by related parties
£
Entities over which the entity has control
3,140,954
Companies under common control
1,687
Other related parties
1,491,291
2023
Balance
Amounts owed in previous period
£
Entities with control, joint control or significant influence over the company
474
Entities over which the entity has control
2,140,263
Companies under common control
1,380,291
Other related parties
397,153
21
Ultimate controlling party
The parent company of Gallagher Group Limited is Gallagher Group Holdings Limited. The registered office is Leitrim House, Little Preston, Aylesford, Kent ME20 7NS.
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.
Gallagher Group Limited and Gallagher Group Holdings Limited's registered office is Leitrim House, Little Preston, Aylesford, Kent ME20 7NS. 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
Both sets of consolidated financial statements and copies can be obtained from - The Company Secretary, Leitrim House, Little Preston, Aylesford, Kent ME20 7NS.
GALLAGHER GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 24 -
22
Cash generated from operations
2024
2023
£
£
Profit for the year after tax
9,978,409
6,136,615
Adjustments for:
Taxation charged
302,163
321,868
Finance costs
20,950
Investment income
(10,052,409)
(6,110,341)
Gain on disposal of tangible fixed assets
(11,025)
-
Depreciation and impairment of tangible fixed assets
80,367
74,833
Movements in working capital:
Decrease in debtors
54,924
2,293,736
Increase/(decrease) in creditors
699,172
(514,432)
Cash generated from operations
1,072,551
2,202,279
23
Analysis of changes in net funds
1 October 2023
Cash flows
30 September 2024
£
£
£
Cash at bank and in hand
966,897
596,638
1,563,535
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