Caseware UK (AP4) 2023.0.135 2023.0.135 All amounts relate to continuing operations. There was no other comprehensive income in 2024 (2023- £NIL).The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3). The financial statements are presented in Sterling (£). The following principal accounting policies have been applied: The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": the requirements of Section 7 Statement of Cash Flows; the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of Keltbray Group Limited as at 31 October 2024 and these financial statements may be obtained from Companies House.Amounts due to group undertakings are unsecured, interest free and repayable upon demand. Accurals and deferred income are £6,564,503 (2023: £Nil). The Group has been the subject of a civil penalty issued by the CMA in respect of an investigation into historical allegations of cover pricing in the demolition industry. The directors have made a provision for £18 million in respect of the regulatory penalty plus associated legal fees. The directors have assessed the impact of this matter in making their going concern assessment and they have incorporated the timing of the three year deferred payment arrangement, as agreed with the CMA and set out in an Order of the Court, into the cash flow forecasts.truetruetruetruefalse2023-11-0100truefalsefalse 01274344 2023-11-01 2024-10-31 01274344 2022-11-01 2023-10-31 01274344 2024-10-31 01274344 2023-10-31 01274344 2022-11-01 01274344 1 2023-11-01 2024-10-31 01274344 1 2022-11-01 2023-10-31 01274344 6 2023-11-01 2024-10-31 01274344 6 2022-11-01 2023-10-31 01274344 1 2023-11-01 2024-10-31 01274344 d:Exceptional 2023-11-01 2024-10-31 01274344 d:Exceptional 2022-11-01 2023-10-31 01274344 e:CompanySecretary1 2023-11-01 2024-10-31 01274344 e:Director3 2023-11-01 2024-10-31 01274344 e:Director3 2024-10-31 01274344 e:Director4 2023-11-01 2024-10-31 01274344 e:Director4 2024-10-31 01274344 e:Director6 2023-11-01 2024-10-31 01274344 e:RegisteredOffice 2023-11-01 2024-10-31 01274344 e:Agent1 2023-11-01 2024-10-31 01274344 d:PlantMachinery 2023-11-01 2024-10-31 01274344 d:PlantMachinery 2024-10-31 01274344 d:PlantMachinery 2023-10-31 01274344 d:MotorVehicles 2023-11-01 2024-10-31 01274344 d:MotorVehicles 2024-10-31 01274344 d:MotorVehicles 2023-10-31 01274344 d:CurrentFinancialInstruments 2024-10-31 01274344 d:CurrentFinancialInstruments 2023-10-31 01274344 d:Non-currentFinancialInstruments 2024-10-31 01274344 d:Non-currentFinancialInstruments 2023-10-31 01274344 d:CurrentFinancialInstruments d:WithinOneYear 2024-10-31 01274344 d:CurrentFinancialInstruments d:WithinOneYear 2023-10-31 01274344 d:Non-currentFinancialInstruments d:AfterOneYear 2024-10-31 01274344 d:Non-currentFinancialInstruments d:AfterOneYear 2023-10-31 01274344 d:ReportableOperatingSegment1 2023-11-01 2024-10-31 01274344 d:ReportableOperatingSegment1 2022-11-01 2023-10-31 01274344 f:UnitedKingdom 2023-11-01 2024-10-31 01274344 f:UnitedKingdom 2022-11-01 2023-10-31 01274344 d:UKTax 2023-11-01 2024-10-31 01274344 d:UKTax 2022-11-01 2023-10-31 01274344 d:ShareCapital 2024-10-31 01274344 d:ShareCapital 2023-10-31 01274344 d:ShareCapital 2022-11-01 01274344 d:RetainedEarningsAccumulatedLosses 2023-11-01 2024-10-31 01274344 d:RetainedEarningsAccumulatedLosses 2024-10-31 01274344 d:RetainedEarningsAccumulatedLosses 2022-11-01 2023-10-31 01274344 d:RetainedEarningsAccumulatedLosses 2023-10-31 01274344 d:RetainedEarningsAccumulatedLosses 2022-11-01 01274344 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2023-11-01 2024-10-31 01274344 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2024-10-31 01274344 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2023-10-31 01274344 e:OrdinaryShareClass1 2023-11-01 2024-10-31 01274344 e:OrdinaryShareClass1 2024-10-31 01274344 e:OrdinaryShareClass1 2023-10-31 01274344 e:OrdinaryShareClass2 2023-11-01 2024-10-31 01274344 e:OrdinaryShareClass2 2024-10-31 01274344 e:OrdinaryShareClass2 2023-10-31 01274344 e:FRS102 2023-11-01 2024-10-31 01274344 e:Audited 2023-11-01 2024-10-31 01274344 e:FullAccounts 2023-11-01 2024-10-31 01274344 e:PrivateLimitedCompanyLtd 2023-11-01 2024-10-31 01274344 d:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2023-11-01 2024-10-31 01274344 d:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2022-11-01 2023-10-31 01274344 d:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2024-10-31 01274344 d:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2023-10-31 01274344 d:Subsidiary1 2023-11-01 2024-10-31 01274344 d:Subsidiary1 1 2023-11-01 2024-10-31 01274344 2 2023-11-01 2024-10-31 01274344 4 2023-11-01 2024-10-31 01274344 6 2023-11-01 2024-10-31 01274344 1 2024-10-31 01274344 1 2023-10-31 01274344 g:PoundSterling 2023-11-01 2024-10-31 iso4217:GBP xbrli:shares xbrli:pure

Financial Statements
Keltbray Limited
For the year ended 31 October 2024





































Registered number: 01274344

 
Keltbray Limited
 

Company Information


Directors
P Suchy (resigned 31 July 2024)
P Deacy (resigned 2 October 2024)
P Burnside 




Company secretary
Rhona Sittlington



Registered number
01274344



Registered office
St. Andrew's House
Portsmouth Road

Esher

Surrey

KT10 9TA




Independent auditor
Grant Thornton (NI) LLP
Chartered Accountants & Statutory Auditors

12 - 15 Donegall Square West

Belfast

BT1 6JH




Bankers
Santander UK plc
2 Triton Square

Regents place

London

NW1 3AN





 
Keltbray Limited
 

Contents



Page
Strategic Report
1 - 7
Directors' Report
8 - 9
Independent Auditor's Report
10 - 13
Statement of Comprehensive Income
14
Statement of Financial Position
15
Statement of Changes in Equity
16
Notes to the Financial Statements
17 - 29


 
Keltbray Limited
 

Strategic Report
For the year ended 31 October 2024

The directors present the strategic report of the company for the year ended 31 October 2024.
The strategy of the directors is to operate as a specialist asbestos removal contractor, employing, managing and training its own employees and utilising where possible its own internal design expertise. This gives the Company the capability to manage complex projects with a higher risk profile or in highly regulated market sectors, which will provide a return appropriate to the level of investment it is making in resource and capability.

Overview

The Company's cash position has increased to £7.8m (2023: £7.5m) and at the year end the Company had no net bank debt. 
The Operating loss for the year of £12.5m (2023: Operating loss £1.1m).

Business stream performance
 
The Company provides an integrated in house solution for asbestos management and removal.  

The Company is included in a number of national frameworks and is actively bidding for a number of major infrastructure projects in association with other Keltbray group companies.

Health, Safety and Wellbeing
 
The Health, Safety and Wellbeing of the workforce remains the construction industry's biggest challenge and the directors remain fully focused on ensuring it remains at the forefront of all that the company does. We continue to work towards ensuring that everyone goes home safe after every working day and managing activities to mitigate against any longer term health issues being created.
Every operations facing director now dedicates at least one specific period per month to engaging directly with our people and focusing specifically on their safety, health and wellbeing. Our workforce remains pivotal to all that the company does, the directors have and will continue to invest in our people's welfare and resilience, equipping them to keep themselves and those around them safe at all times.  

Key performance indicators
 
The directors consider the key performance indicators are turnover quality, maintenance of operating margins, control of working capital and cash, and reduction in health and safety incident rates. These are monitored at monthly management meetings, to ensure that the sub contractor faithfully discharges its duties under the sub contract arrangements 
The directors expect that once the transition period comes to an end that the company will become focused on asbestos removal and related highly regulated waste products and the directors efforts will be focused upon their strategy to continue to grow the size and profitability of the business.  

Page 1

 
Keltbray Limited
 

Strategic Report (continued)
For the year ended 31 October 2024

Principal risks and uncertainties

Operational 
As part of the Group’s Corporate Governance systems, the directors have in place delegated authorities for all business units to ensure commitments on behalf of the company are made at the appropriate level. In the contracting businesses, which make up the majority of the turnover, new opportunities are assessed prior to acceptance of tender to ensure they represent an acceptable risk profile. Projects of particularly large size or technical complexity are referred to the Executive Investment Panel for independent adjudication. During the tender and adjudication process, risks are identified, and strategies adopted to manage them or reduce them to an acceptable level, otherwise permission to submit a tender is refused.
The directors are committed to maintaining the health, safety and wellbeing of its employees. Providing a healthy and safe working environment for its employees is a key part of this and this commitment is also an essential part of its risk management strategy to reduce the impact of any serious incident on the Group's reputational and financial status. 
The company workload mix however is changing to include more residential and infrastructure projects over and above the more established commercial base load. 
The company has a procurement process which seeks to address the robustness of its key supply chain partners and the status of its debtors. As a reaction to the increase in inflationary pressures within the industry which exceed the national RPI figures significantly, the business has adopted its tendering processes to ensure that, as far as possible, it has fixed its prices with its supply chain for the duration of a contract. 
Financial 
The Company’s revised operating procedures expose it to limited financial risks that include the effects of credit risk, liquidity risk limited to its sub contract partner Keltbray Built Environment Limited. The company has in place monthly risk management reviews that seek to limit the adverse effects on the financial performance of Keltbray Built Environment limited by monitoring levels of financial exposure. 
Credit risk 
The Company has a low exposure to credit risk due to its sub contract arrangements and has had a historically low level of bad debts due to the position of remediation works in the construction cycle. 
Liquidity risk 
The Company is financed with appropriate long term and short term finance to match the need of the business. The Keltbray Group has finance facilities in place to fund working capital. 
Interest rate cash flow risk 
The Company transferred the majority of its assets and associated liabilities to Keltbray Built Environment Limited as part of the group reorganisation and the interest rate exposure now sits with that company. The overdraft facilities are at a variable rate but will remain under review to ensure the company performance is not impacted if interest rates increase. 

Page 2

 
Keltbray Limited
 

Strategic Report (continued)
For the year ended 31 October 2024

Corporate Social Responsibility

Sustainability  
As a key player developing and maintaining Britain's built environment, the directors' goal is to make a positive contribution to the world we live and work in and to be the best in our sector. 
As a market leading specialist engineering solutions provider, our ambition is to continue to position sustainability at the heart of what we do and in the solutions we provide to our clients, to ensure we run a profitable business with a commitment to helping society prosper. This is captured in the Group's core purpose: "To redefine the way sustainable developments is delivered". Keltbray do this using a framework based on the three pillars of sustainability, including the generation of economic, social and environmental value, aligned to the UN Sustainability Goals, and Government Industrial Strategy sustainability targets 
Together with the safety and wellbeing of our people, our core sustainability objectives are to minimise our carbon footprint by reducing waste to landfill, optimising efficient energy and materials resources, and engaging proactively with the people who work at Keltbray and the communities that host us. We firmly believe this generates mutual value for our customers by supporting their own sustainability commitments, whilst enhancing our own business in addressing the global challenges determined by the UN Sustainable Development Goals. To this end we have committed to the achievement of the Net Carbon Zero by 2050 or sooner through the application of the Science Based Targets initiative. 
During the financial year, we made good progress in embedding our Group Sustainability and Social Value strategy across the Group   particularly in areas of employee wellbeing, carbon reduction, energy efficiency, product innovation, community relations, social engagement and responsible financial management. 
As part of the company's commitment to achieving sustainable growth the directors work closely with employees and partners, such as customers and suppliers, as well as standard setting bodies, regulators and trade bodies. 
In line with the Keltbray long term business plan, objectives are set annually in consultation with operational managers and the Keltbray Group Board. They are constructed to support our clients' priorities and optimising industry leading standards. 
The Managing Directors of Keltbray's operating business units are responsible for legal and ethical compliance, and the implementation and monitoring of their units' sustainable development performance. This is done with support from a centralised Health, Safety, Quality and Environment function and the Group wide Training & Development function. Keltbray's performance is also independently audited to ensure governance and compliance with internal and external standards.
Page 3

 
Keltbray Limited
 

Strategic Report (continued)
For the year ended 31 October 2024

Opportunities and Diversity

The directors aim to provide a workplace where everyone is respected and treated fairly. The goal is also to promote training and development and engage positively with local communities and other stakeholders. 
Employees are selected based on their 'can do' attitude and ability to do the job irrespective of gender, sexual orientation, marital status, age, ethnic origin, religion or disability. 
The Company is committed to widen the talent pool to tap into the real diversity that exists in this country, particularly in terms of female and ethnic minority capacity. 

Environment

The directors are committed to minimising the impact our operations have on the environment, and continue to focus on optimising resources, improving air quality by reducing harmful emissions, reducing waste to landfill and championing environmental innovations.  

Keltbrays’ embedded commitment to Social Sustainability has provided a range of community development initiatives that support the people, the places around them and local economies. Our community partnership approach working with VCSEs helps widen our impact to reach disadvantaged and vulnerable groups including young people, ex-offenders, care leavers and long-term unemployed.

Streamlined Energy & Carbon Reporting

One of the most pressing sustainability issues of present time is climate change; we recognise that our operations form part of the problem and bold change is needed. We have therefore set Net Zero as our own organisational goal to realise the benefits for ourselves, and importantly, our customers. 
 
Our pledge to reach Net Zero underpins all three pillars of sustainability and we recognise the need to move 'beyond zero'   building a resilient business that puts the wellbeing of our teams, the natural environment and our stakeholders requirements at the heart of everything we do. 
 
Keltbray has identified a series of actions to reduce emissions from its operational activities. These include decarbonising our fleet and plant/equipment by investing in new power trains and fuels. 
 
We are not just investing in new equipment, but we are also assessing and changing the way we operate. A perfect example of this is the use of river barges instead of Heavy Good Vehicles (HGVs) to move material from projects using the UK's extensive waterways to reach our own remediation processing facilities. 
 
Keltbray aims to improve energy efficiency in both its project delivery operations and its fixed buildings and depots. Fossil fuels are being replaced increasingly by renewable energy sources. Increased energy efficiency is vital to reducing our carbon footprint and the associated costs both within our own operations, as well as benefiting our customers, the end users and the local communities who host us when we deliver projects. 
Page 4

 
Keltbray Limited
 

Strategic Report (continued)
For the year ended 31 October 2024


Mandatory requirement
Reporting
Year 2022 - 2023
Reporting
Year 2023- 2024
Keltbray's consumption used to calculate emissions (kWh)
87,584,497
72,202,606
Keltbray's Scope 1 emissions from combustion of fuel for Plant & Machinery (tC02e)
9,711
8,144
Keltbray's Scope 1 emissions from combustion of fuel for On Road Vehicles (tC02e)
10,019
8,724
Keltbray's Scope 1 emissions from gas combustion (tC02e)
127
136
UK Scope 2 emissions from purchased electricity (tC02e)
738
618
UK Scope 3 emissions from all indirect emissions (tC02e)
206,471
130,991.31
Total gross emissions (tC02e)
227,066
148,612
Intensity ratio (Scope 1 & 2 emissions tC02e/£'m turnover)
29.5
28.19


Section 172 Statement

Activities of the Main Board in 2024
Section 172 of the Companies Act 2006 requires a director of a Company to act in the way they consider, in good faith, would most likely promote the success of the Company for the benefit of its members as a whole. In doing this, section 172 requires a director to have regard, among other matters, to the: 

1.likely consequences of any decisions in the long term; 
2.interests of the company's employees; 
3.need to foster the company's business relationships with suppliers, customers and others; 
4.impact of the company's operations on the community and environment; 
5.desirability of the company maintaining a reputation for high standards of business conduct; and 
6.need to act fairly as between members of the company. 

In discharging our section 172 duties, we have regard to the factors set out above. We also have regard to other factors that we consider relevant to the decision being made by providing guidance on the following areas: 

Purpose and leadership 
Board Composition 
Director responsibilities 
Opportunity and risk 
Succession and Remuneration; and 
Stakeholders 

We acknowledge that every decision we make will not necessarily result in a positive outcome for all of our stakeholders. By considering the Company's purpose, and values together with its strategic priorities and having a clear governance process in place for decision making, we do however, aim to make sure that our decisions are consistent and predictable. 
 
Page 5

 
Keltbray Limited
 

Strategic Report (continued)
For the year ended 31 October 2024

As is normal for large private companies, we delegate authority for day to day management of the Company to executives and then engage management in setting, approving and overseeing execution of the business strategy and related policies. We regularly review health, safety and environmental matters, financial and operational performance as well as other areas over the course of the financial year including the Group's business strategy, key risks, employee related matters, diversity and inclusivity, corporate responsibility, governance, compliance and legal matters. 
As a result of this we have had an overview of engagement with stakeholders and other relevant factors which allows us to understand the nature of the stakeholders' concerns and to comply with our section 172 duty to promote the success of the company. 
The following table provides examples of how the Directors have satisfied their duty under section 172 of the Companies Act 2006 to engage with our stakeholders in  2024

Duty to promote the success of the Company, with regard to:
Actions of the Board
The likely consequences of any decision in the long term
The company directors have co-operated with the Executive Board of the Group to develop a 5 year strategic plan for the Group of which the company is part. The company directors have been involved in the re-training of the Keltbray code of conduct which is designed to build a culture of long term development rather than short term gains. This is supported by a comprehensive corporate governance system which has been implemented by the Group and which the company adheres to.
The interests of the Company’s employees
The company operates a comprehensive Health, Safety and wellbeing strategy for the company, including the continued support for the mental health first aid programme. The company adopts a policy of inclusion in all aspects of employment.
The need to foster the Company’s business relationships with suppliers, customers and others
The company has a Doing Business with Keltbray guide to suppliers and subcontractors which provides advice on how to develop a sustainable working relationship between the company and its suppliers. The company has adopted the Group sustainability policy and this includes guidance on how the company interacts with its stakeholders.
The impact of the Company’s operations on the community and the environment
The company adheres to the Group Environmental and sustainability policy. The company’s commitment to the environment is as set out in the Keltbray website: www.keltbray.com/sustainability.
The desirability of the Company maintaining a reputation for high standards of business conduct
The company is fully committed to the Groups Code of Conduct and corporate governance programme. These corporate governance guidelines are supported by detailed delegated authorities.
The need to act fairly between members of the Company
The company has a single ultimate shareholder who shares the group commitment to corporate governance and the code of conduct.

Page 6

 
Keltbray Limited
 

Strategic Report (continued)
For the year ended 31 October 2024


This report was approved by the board on 8 July 2025 and signed on its behalf.



P Burnside
Director
 
Registered office:
St.Andrew's House
Portsmouth Road
Esher
Surrey
KT10 9TA

Page 7

 
Keltbray Limited
 
 
Directors' Report
For the year ended 31 October 2024

The directors present their report and the financial statements for the year ended 31 October 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Principal activity

The principal activities of the Company during the period was demolition.

Results and dividends

The loss for the year, after taxation, amounted to £13,860,370 (2023 - loss £1,151,004).

The directors do not recommend the payment of a dividend.

Directors

The directors who served during the year were:

P Suchy (resigned 31 July 2024)
P Deacy (resigned 2 October 2024)
P Burnside 

Matters covered in the Strategic Report

Please refer to the strategic report on page 1 regarding financial overview, key performance indicators, principal risks and uncertainties, corporate social responsibilities and SECR.

Page 8

 
Keltbray Limited
 

Directors' Report (continued)
For the year ended 31 October 2024

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Events after the reporting period

On 30 June 2025, a group reorganisation occurred, whereby the entire issued share capital of the Company’s intermediate parent company Keltbray Holdings Limited, was sold by Keltbray Group Limited to Crumlin Capital Limited, a Company under common control.  
In addition, in June 2025, the Group entered into a re-financing arrangement with Metro Bank under which an overdraft facility of £10m and a revolving credit facility of £20m were made available to the Group. There are no current plans to draw down the RCF but this provides the Group with significant liquidity headroom to support future growth.
There have been no further events affecting the Company since the year end.

Auditor

The auditor, Grant Thornton (NI) LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 8 July 2025 and signed on its behalf.
 





P Burnside
Director


Page 9

 
Keltbray Limited
 
 
Independent Auditor's Report to the Members of Keltbray Limited
 

Opinion


We have audited the financial statements of Keltbray Limited, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity for the financial year ended 31 October 2024, and the related notes to the financial statements, including a summary of significant accounting policies.  

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion, Keltbray Limited's financial statements:


give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice of the assets, liabilities and financial position of the Company as at 31 October 2024 and of its financial performance for the financial year then ended; and


have been prepared in accordance with the requirements of the Companies Act 2006.



Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) ('ISAs (UK)') and applicable law. Our responsibilities under those standards are further described in the 'Responsibilities of the auditor 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 United Kingdom, namely the FRC's Ethical Standard and the ethical pronouncements established by Chartered Accountants Ireland, applied as determined to be appropriate in the circumstances of the entity. 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 the date 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.



Page 10

 
Keltbray Limited
 

Independent Auditor's Report to the Members of Keltbray Limited (continued)


Other information


Other information comprises the information included in the Annual Report, other than the financial statements and our Auditor's Report thereon, including the Directors' Report and the Strategic Report. The directors are responsible for the other information. Our opinion on the financial statements does not cover the information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.


In connection with our audit of the financial statementsour responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies in the financial statements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:
the information given in the Directors' Report and the Strategic Report for the financial year for which the financial statements are prepared is consistent with the financial statements, and 
the Directors' Report and the Strategic Report have been prepared in accordance with applicable legal requirements. 


Matters on which we are required to report by exception


In the light of the knowledge and understanding of the company and its environment we have obtained in the course of the audit, we have not identified material misstatements in the  Directors' Report and the Strategic 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.

Page 11

 
Keltbray Limited
 

Independent Auditor's Report to the Members of Keltbray Limited (continued)


Responsibilities of management and those charged with governance for the financial statements
 

As explained more fully in the Directors' responsibilities statement, management is responsible for the preparation of the financial statements which give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice, including FRS102 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, management is 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 management either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.


Those charged with governance are responsible for overseeing the Company's financial reporting process.

Responsibilities of the auditor for the audit of the financial statements
 

The objectives of an auditor 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 their 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.

A further description of an auditor's responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatement in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with ISAs (UK).

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
 
Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations to compliance with Date Privacy laws, and we considered the extent to which non- compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as Companies Act 2006 and compliance with tax laws. The Audit engagement partner considered the experience and expertise of the engagement team to ensure that the team had appropriate competence and capabilities to identify or recognise non-compliance with the laws and regulation.We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journals entries to manipulate financial performance and management bias through judgements and assumptions in significant accounting estimates, in particular in relation to significant one-off unusual transactions. We apply professional scepticism throughout the audit to consider potential deliberate omission or concealment of significant transactions, or incomplete/ inaccurate disclosures in the financial statements.
 
Page 12

 
Keltbray Limited
 

Independent Auditor's Report to the Members of Keltbray Limited (continued)


In response to these principal risks, our audit procedures included but were not limited to:
inquiries of management on the polices and procedures in place regarding compliance with laws and regulations, including consideration of known or suspected instances of non-compliance and whether they have knowledge of any actual, suspected or alleged fraud;
inspection of the company's regulatory and legal correspondence and review of minutes of the board of directors meetings during the year to corroborate inquiries made;
gaining an understanding of the internal controls established to mitigate risk related to fraud;
discussion amongst the engagement team in relation to the identified laws and regulations and regarding the manipulation of financial statements throughout the audit;
identifying and testing journal entries to address the risk of inappropriate journals and management override of controls;
designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing;
challenging assumptions and judgements made by management in their significant accounting estimates, including estimating an allowance for the impairment of receivables and investments; recoverability of amounts under long term contracts and 
review the financial statement disclosures to underlying supporting documentation and inquiries of management.

The primary responsibility for the prevention and detection of irregularities including fraud rests with those charged with governance and management. As with any audit, there remains a risk of non-detection or irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or override of internal controls.

The purpose of our audit work and to whom we owe our responsibilities
 

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.



 
 
Louise Kelly FCA (Senior Statutory Auditor)
for and on behalf of
Grant Thornton (NI) LLP
Chartered Accountants &
Statutory Auditors
Belfast
Date: 8 July 2025
Page 13

 
Keltbray Limited
 

Statement of Comprehensive Income
For the year ended 31 October 2024

2024
2023
Note
£
£

  

Turnover
 4 
106,212,414
137,456,206

Cost of sales
  
(104,567,295)
(136,164,685)

Gross profit
  
1,645,119
1,291,521

Administrative expenses
  
(1,199,324)
(2,347,916)

Exceptional administrative expenses
 11 
(12,752,657)
-

Fair value movements
  
(161,922)
-

Operating loss
  
(12,468,784)
(1,056,395)

Interest receivable and similar income
 8 
61,242
-

Interest payable and similar expenses
 9 
(1,214,503)
(111,056)

Loss before tax
  
(13,622,045)
(1,167,451)

Tax on loss
 10 
(238,325)
16,447

Loss for the financial year
  
(13,860,370)
(1,151,004)

All amounts relate to continuing operations.

There was no other comprehensive income in 2024 (2023- £NIL).

The notes on pages 17 to 29 form part of these financial statements.

Page 14

 
Keltbray Limited
Registered number:01274344

Statement of Financial Position
As at 31 October 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 13 
421,795
630,143

  
421,795
630,143

Current assets
  

Debtors: amounts falling due within one year
 14 
13,565,715
16,802,716

Cash at bank and in hand
 15 
7,782,968
7,529,223

  
21,348,683
24,331,939

Current liabilities
  

Creditors: amounts falling due within one year
 16 
(31,913,353)
(27,994,587)

Net current liabilities
  
 
 
(10,564,670)
 
 
(3,662,648)

Total assets less current liabilities
  
(10,142,875)
(3,032,505)

Creditors: amounts falling due after more than one year
 17 
(13,000,000)
-

Provisions for liabilities
  

Other provisions
 18 
-
(6,250,000)

  
 
 
-
 
 
(6,250,000)

Net liabilities
  
(23,142,875)
(9,282,505)


Capital and reserves
  

Called up share capital 
 19 
18,000
18,000

Profit and loss account
 20 
(23,160,875)
(9,300,505)

Shareholders' funds
  
(23,142,875)
(9,282,505)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 8 July 2025.




P Burnside
Director

The notes on pages 17 to 29 form part of these financial statements.

Page 15

 
Keltbray Limited
 

Statement of Changes in Equity
For the year ended 31 October 2024


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 November 2023
18,000
(9,300,505)
(9,282,505)



Loss for the year
-
(13,860,370)
(13,860,370)


At 31 October 2024
18,000
(23,160,875)
(23,142,875)



Statement of Changes in Equity
For the year ended 31 October 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 November 2022
18,000
(8,149,501)
(8,131,501)



Loss for the year
-
(1,151,004)
(1,151,004)


At 31 October 2023
18,000
(9,300,505)
(9,282,505)


The notes on pages 17 to 29 form part of these financial statements.

Page 16

 
Keltbray Limited
 
 
Notes to the Financial Statements
For the year ended 31 October 2024

1.


General information

The Company is a private company limited by shares, registered in England and Wales. The address of the registered office is St. Andrew's House, Portsmouth Road, Esher, Surrey, KT10 9TA.
The principal activity of the Company during the year was construction and engineering.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The financial statements are presented in Sterling (£).

The following principal accounting policies have been applied:

  
2.2

Exemption from preparing consolidated financial statements

The Company is a parent Company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established in the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

 
2.3

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Keltbray Group Limited  as at 31 October 2024 and these financial statements may be obtained from Companies House.

 
2.4

Going concern

The activities of the Keltbray Group, along with the factors that may affect its future performance and position are set out in the directors’ report. 
 
Page 17

 
Keltbray Limited
 

Notes to the Financial Statements
For the year ended 31 October 2024

2.Accounting policies (continued)


2.4
Going concern (continued)

The Group recognises the economic and trading uncertainties resulting from macroeconomic and geopolitical issues within the UK and further afield, which lead to both cost price inflation and aggressive pricing practices are still being felt by a number of Main Contractors. The Specialist Engineering sector is now emerging from these issues. 
This is driven by our contract durations which are typically of shorter duration and by our balance of contracts which include cost reimbursable contracts as a growing proportion of our overall portfolio. 
Keltbray’s robust governance over work winning activities have led to the Group continuing to step away from a number of bids which were deemed to be below the minimum margin required for that business. This, combined with the Group’s significant awarded workload, provides a more resilient base for the business and allows the directors to take a longer term view of the markets in which the Group chooses to operate. 
The directors regularly review the working capital requirements of the Group in terms of monthly cash flow forecasting, quarterly re-forecasting and annual budget scenarios. Forecasts have been prepared up to 31 October 2027. These forecasts, whilst subject to inherent uncertainties, note continued increasing turnover, increased margins associated with profitable trading and stabilising levels of working capital investment.
As a response to the demand side uncertainty in some of the Group’s traditional markets, the Group has focused its work winning activities on those major projects, in both infrastructure and counter recessionary markets which provide a hedge against the more cyclical sectors.
Margins are forecast to modestly increase year-on-year during the forecast period, which reflects the business impact of increased governance over tendering and the Group’s increased focus on Infrastructure over both divisions. 
The Group has prepared a cash flow forecast for the period from 31 October 2024, until 31 October 2027 and the directors consider that Group has sufficient cash reserves and finance facilities to meet its financial obligations as they fall due. As a fully self-funded business there are no external financial covenants to comply with.
As outlined in the financial statements of Keltbray Group Limited, the Group has been the subject of a civil penalty issued by the CMA in respect of an investigation into historical allegations of cover pricing in the demolition industry. The directors have made a provision for £18 million in respect of the regulatory penalty plus associated legal fees. 
The directors have assessed the impact of this matter in making their going concern assessment and  they have incorporated the  timing of the three year deferred payment arrangement, as agreed with the CMA and set out in an Order of the Court, into the cash flow forecast. 
After making enquiries, and considering the factors and sensitivities outlined above for a range of scenarios and considering the diversified customer base and extensive body of awarded work, the directors are confident that the Group has adequate resources to continue its operational existence for the foreseeable future. Therefore, they continue to adopt a going concern basis of accounting in preparing the annual financial statements.
 
Page 18

 
Keltbray Limited
 

Notes to the Financial Statements
For the year ended 31 October 2024

2.Accounting policies (continued)


2.4
Going concern (continued)

Keltbray Group Limited has provided a letter of support to the Company confirming that they will provide financial support to the Company, if required, to enable it to meet its liabilities as and when they fall due for a period of 12 months from the date of approval of the financial statements for the year ended 31 October 2024.

  
2.5

Revenue recognition

Turnover represents net invoices sales of goods and services, excluding value added tax. 
The majority of turnover is on long-term contracts. These contracts are assessed on a contract by contract basis and are reflected in the profit and loss account by recording turnover and related costs by reference to the stage of completion at the reporting date. Where the outcome of each long-term contract can be assessed with reasonable certainty before its conclusion, the attributable profit is recognised in the profit and loss accounts as the difference between the reported turnover and related costs for that contract. Provision is made for all known or expected losses. 

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Exceptional administrative expenses

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

Page 19

 
Keltbray Limited
 

Notes to the Financial Statements
For the year ended 31 October 2024

2.Accounting policies (continued)

 
2.9

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.


 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

The estimated useful lives range as follows:

Plant and machinery
-
3
-7 years
Motor vehicles
-
4
years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 20

 
Keltbray Limited
 

Notes to the Financial Statements
For the year ended 31 October 2024

2.Accounting policies (continued)

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.

 
2.12

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.13

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.14

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.15

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 21

 
Keltbray Limited
 

Notes to the Financial Statements
For the year ended 31 October 2024

2.Accounting policies (continued)

 
2.16

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Investments in non-derivative instruments that are equity to the issuer are measured:
at fair value with changes recognised in the Profit and loss account if the shares are publicly traded or their fair value can otherwise be measured reliably;
at cost less impairment for all other investments.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Profit and loss account.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. 
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.
Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Page 22

 
Keltbray Limited
 
 
Notes to the Financial Statements
For the year ended 31 October 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements are required when applying accounting policies. These are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Company makes estimates and assumptions concerning the future, which can involve a high degree of judgement or complexity. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below:
a) Allowances for impairment of debtors
The Company estimates the allowance for doubtful receivables based on assessment of specific accounts where the Company has objective evidence comprising default in payment terms or significant financial difficulty that certain companies are unable to meet their financial obligations. In these cases, judgement used was based on the best available facts and circumstances including but not limited to, the length of relationship.
b) Carrying value of investments
Investment in subsidiary undertakings is measured at cost less accumulated impairment and carrying value in listed investments are remeasured to market value at each reporting date. Where there is an indication of impairment the recoverable amount is estimated and compared with the carrying amount. The estimate of recoverable amount is considered in light of the trading and balance sheet strength of the subsidiary and investments together with the director's best estimate of future performance.
c) Long term contract revenue
Recognised amounts of long term revenues and related receivables reflect management’s best estimate of each contract’s outcome and stage of completion. This includes the assessment of the profitability of on-going contracts and the order backlog. For more complex contracts in particular, costs to complete and contract profitability are subject to significant estimation uncertainty.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Construction contracts- Demolition and civils
106,212,414
137,456,206

106,212,414
137,456,206


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
106,212,414
137,456,206

106,212,414
137,456,206


Page 23

 
Keltbray Limited
 
 
Notes to the Financial Statements
For the year ended 31 October 2024

5.


Auditor's remuneration

The audit fee is borne by intermediate parent Company Keltbray Group Limited.




6.


Employees

The Company has no employees other than the directors in the current or prior year. 






7.


Directors' remuneration

The directors of the company received total remuneration from Keltbray Group Limited as follows: 


2024
2023
£
£

Directors' emoluments
868,035
969,757

Company contributions to defined contribution pension schemes
2,642
2,642

870,677
972,399


The total remuneration of the highest paid director was £453,538 (2023: £354,982).


8.


Interest receivable

2024
2023
£
£


Interest receivable from group companies
61,242
-

61,242
-


9.


Interest payable and similar expenses

2024
2023
£
£


Interest payable to group undertakings
1,214,503
111,056

1,214,503
111,056

Page 24

 
Keltbray Limited
 
 
Notes to the Financial Statements
For the year ended 31 October 2024

10.


Tax on loss


2024
2023
£
£

Corporation tax


Current tax on profits for the year
238,325
-

Adjustments in respect of previous periods
-
(16,447)


Total current tax
238,325
(16,447)


Tax on loss
238,325
(16,447)

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 22.5%). The differences are explained below:

2024
2023
£
£


Loss on ordinary activities before tax
(13,622,045)
(1,167,451)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 22.5%)
(3,405,511)
(262,885)

Effects of:


Adjustments to tax charge in respect of prior periods - corporation tax
238,325
(16,447)

Expenses not deductible for tax purposes
3,435,633
45,087

Income not taxable for tax purposes
-
(19,747)

Group relief (claimed)/surrendered
(47,005)
237,545

Adjustments to brought forward values
16,883
-

Total tax charge for the year
238,325
(16,447)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


11.


Exceptional items

2024
2023
£
£


CMA penalty
12,752,657
-

12,752,657
-

Page 25

 
Keltbray Limited
 
 
Notes to the Financial Statements
For the year ended 31 October 2024

12.


Tangible fixed assets





Plant and machinery
Motor vehicles
Total

£
£
£



Cost


At 1 November 2023
269,383
94,671
364,054



At 31 October 2024

269,383
94,671
364,054



Depreciation


At 1 November 2023
269,383
94,671
364,054



At 31 October 2024

269,383
94,671
364,054



Net book value



At 31 October 2024
-
-
-



At 31 October 2023
-
-
-


13.


Investments





Shares in group undertakings
Listed investments
Total

£
£
£



Cost 


At 1 November 2023
40,047
1,895,124
1,935,171



At 31 October 2024

40,047
1,895,124
1,935,171



Impairment


At 1 November 2023
-
1,305,028
1,305,028


Charge for the period
-
208,348
208,348



At 31 October 2024

-
1,513,376
1,513,376



Net book value



At 31 October 2024
40,047
381,748
421,795



At 31 October 2023
40,047
590,096
630,143

Page 26

 
Keltbray Limited
 
 
Notes to the Financial Statements
For the year ended 31 October 2024

Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Keltbray Property and Investments Limited
St. Andrew's House, Portsmouth Road, Esher, Surrey, KT10 9TA
Ordinary
100%


14.


Debtors

2024
2023
£
£


Amounts owed by group undertakings
12,973,099
16,210,100

Other debtors
592,616
592,616

13,565,715
16,802,716


Amounts owed by group undertakings are unsecured, interest free and repayable on demand.


15.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
7,782,968
7,529,223

7,782,968
7,529,223



16.


Creditors: Amounts falling due within one year

2024
2023
£
£

Amounts owed to group undertakings
25,106,594
27,744,234

Corporation tax
242,256
250,353

Accruals and deferred income
6,564,503
-

31,913,353
27,994,587


Amounts due to group undertakings are unsecured, interest free and repayable upon demand. Accurals and deferred income are £6,564,503 (2023: £Nil).

Page 27

 
Keltbray Limited
 
 
Notes to the Financial Statements
For the year ended 31 October 2024

17.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Other creditors
13,000,000
-

13,000,000
-


The Group has been the subject of a civil penalty issued by the CMA in respect of an investigation into historical allegations of cover pricing in the demolition industry. The directors have made a provision for £18 million in respect of the regulatory penalty plus associated legal fees. The directors have assessed the impact of this matter in making their going concern assessment and they have incorporated the timing of the three year deferred payment arrangement, as agreed with the CMA and set out in an Order of the Court, into the cash flow forecasts. 


18.


Provisions


Regulatory Provision

£





At 1 November 2023
6,250,000


Released in year
(6,250,000)



At 31 October 2024
-


19.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



10,000 (2023 - 10,000) Ordinary shares of £1.00 each
10,000
10,000
8,000 (2023 - 8,000) Ordinary D shares of £1.00 each
8,000
8,000

18,000

18,000



20.


Reserves

Share capital

Represents the nominal value of shares that have been issued.

Profit and loss account

Includes all prior period and current period profits and losses.

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Keltbray Limited
 
 
Notes to the Financial Statements
For the year ended 31 October 2024

21.


Related party transactions

The Company has availed of the exemptions in FRS102 Section 33, Paragraph 33.1A which allows non disclosure of transactions between two or more members of a group, provided that any subsidiary which is party to the transaction is wholly owned by such a member.
During the financial year, the company made recharges of £731,035 (2023: £447,663) to a related party. At  the year end the company was owed £8,120,658 (2023: £8,120,658) by related parties; and owed £2,267,558 (2023: £2,267,558) to related parties.
The related parties involved in the aforementioned transactions are related by virtue of ultimate common shareholders and directors.
No further transactions with related parties were undertaken such as are required to be disclosed under FRS 102.


22.


Controlling party

At 31 October 2024, the Company was a wholly owned subsidiary of intermediate parent Company Keltbray Holdings Limited. The ultimate parent Company is Project Osprey Holdings Limited, a Company incorporated in England and Wales. 
The largest and smallest group in which the group is consolidated is Keltbray Group Limited, a company incorporated in England and Wales. The address is St Andrew's House, Portsmouth Road, Esher, Surrey, KT10 9TA.
The Company's ultimate controlling party is B Kerr who is the majority shareholder of the ultimate parent Company Project Osprey Holdings Limited. The registered office is St. Andrews House, Portsmouth Road, Esher, Surrey, England, KT10 9 TA.
These financial statements are available to the public from Companies House. 


23.


Events after the reporting period

On 30 June 2025, a group reorganisation occurred, whereby the entire issued share capital of the Company’s intermediate parent company Keltbray Holdings Limited, was sold by Keltbray Group Limited to Crumlin Capital Limited, a Company under common control.  
In addition, in June 2025, the Group entered into a re-financing arrangement with Metro Bank under which an overdraft facility of £10m and a revolving credit facility of £20m were made available to the Group. There are no current plans to draw down the RCF but this provides the Group with significant liquidity headroom to support future growth.
There have been no further events affecting the Company since the year end.

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