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Registered number: 15871501









CONISTON HOLDINGS LTD









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 30 NOVEMBER 2024

 
CONISTON HOLDINGS LTD
 
 
COMPANY INFORMATION


Directors
S L Clarke (appointed 2 August 2024)
C Georgiou (appointed 2 August 2024)
J P Rathbone (appointed 2 August 2024)
M J Sellars (appointed 2 August 2024, resigned 14 October 2024)
A G Wildgoose (appointed 2 August 2024, resigned 19 February 2025)




Registered number
15871501



Registered office
Collingwood House
Schooner Court

Crossways

Dartford

Kent

DA2 6QQ




Independent auditors
Barnes Roffe Audit Limited
Chartered Accountants & Statutory Auditor

Charles Lake House

Claire Causeway

Crossways Business Park

Dartford

Kent

DA2 6QA





 
CONISTON HOLDINGS LTD
 

CONTENTS



Page
Group strategic report
1 - 2
Directors' report
3 - 4
Independent auditors' report
5 - 8
Consolidated statement of comprehensive income
9
Consolidated balance sheet
10
Company balance sheet
11
Consolidated statement of changes in equity
12
Company statement of changes in equity
13
Consolidated statement of cash flows
14 - 15
Notes to the financial statements
16 - 32


 
CONISTON HOLDINGS LTD
 
 
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 30 NOVEMBER 2024

Introduction
 
The directors present their strategic report accompanying the financial statements for the period ended 30 November 2024.

Business review
 
Coniston Holdings Limited was incorporated on 2 August 2024 and following a group restructure on 31 October 2024 is now the ultimate parent company to the Coniston group which consists of the following trading subsidiaries:
- Coniston Limited
- Parkserve Solutions Limited
- Coniston FM Limited
As the group restructure was carried out on 31 October 2024 the group accounts of Coniston Holdings Limited just reflect one month of trade for its trading subsidiaries. The results for the period are in accordance with the directors' expectations and the directors regard the group's financial position as satisfactory. The group's trading subsidiaries have had good trading results for the last year and the expectation is that this will continue.

Principal risks and uncertainties
 
The group has identified a number of risks which are being closely monitored by the board, primarily:
Securing of Future Contracts:
It is important to ensure the opportunities are correct for the business requirements and only entered into when risks have been fully evaluated, and on agreeable terms by all.
Escalating Costs:
Due to the uncertainty in the world environment, materials and labour are continuously subject to change. Whilst we have seen a stabilisation of these costs in recent months, this has to be closely monitored, especially in respect of fixed cost contracts and the long durations of higher value contracts.
Sub-Contractor / Supply Chain:
We continue to monitor our competitors, and wider construction organisations who have suffered financial losses
and business failure, which has a wider impact on the industry and supply chain.

Financial key performance indicators
 
Key Performance Indicators are monitored closely by the board including, Turnover, Gross Profit and Overhead
costs with monthly management accounts analysed and discussed.
The board remain confident that close monitoring of the management accounts will enable us to further enhance
our profitability and grow the business.

Other key performance indicators
 
 No other key performance indicators are used.

Page 1

 
CONISTON HOLDINGS LTD
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 NOVEMBER 2024


This report was approved by the board on 19 August 2025 and signed on its behalf.



J P Rathbone
Director

Page 2

 
CONISTON HOLDINGS LTD
 
 
 
DIRECTORS' REPORT
FOR THE PERIOD ENDED 30 NOVEMBER 2024

The directors present their report and the financial statements for the period ended 30 November 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the period, after taxation and minority interests, amounted to £281,128.

Dividends of £20,280 were paid in the period.

Directors

The directors who served during the period were:

S L Clarke (appointed 2 August 2024)
C Georgiou (appointed 2 August 2024)
J P Rathbone (appointed 2 August 2024)
M J Sellars (appointed 2 August 2024, resigned 14 October 2024)
A G Wildgoose (appointed 2 August 2024, resigned 19 February 2025)

Future developments

The directors are always looking to improve the profitability of the group. They are looking to identifying niche markets that the group can add to the existing profile to enhance the services they provide to their customers

Page 3

 
CONISTON HOLDINGS LTD
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 NOVEMBER 2024

Disclosure of information to auditors

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 and the Group's auditors are 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 and the Group's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

After the year end Barnes Roffe LLP resigned as auditors due to the transfer of its audit business and its successor Barnes Roffe Audit Limited was appointed by the directors under s485 Companies Act 2006. 

This report was approved by the board on 19 August 2025 and signed on its behalf.
 





J P Rathbone
Director

Page 4

 
CONISTON HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CONISTON HOLDINGS LTD
 

Opinion


We have audited the financial statements of Coniston Holdings Ltd (the 'parent company') and its subsidiaries (the 'Group') for the period ended 30 November 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent company's affairs as at 30 November 2024 and of the Group's profit for the period 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.


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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 5

 
CONISTON HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CONISTON HOLDINGS LTD (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion 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 Group strategic report and the Directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 3, 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 Group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
CONISTON HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CONISTON HOLDINGS LTD (CONTINUED)


Auditors' 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 Auditors' 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 Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with law and regulations, was as follows:
• The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
• We identified the laws and regulations applicable to the group through discussion with directors and other management, and from our commercial knowledge and experience of the construction sector which the group operates in;
• The specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, are as follows;
    o Companies Act 2006
    o FRS102
    o Health and Safety legislation
    o Employment legislation
    o Tax legislation
• We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management, reviewing board minutes and inspecting relevant correspondence; and
• Laws and regulations were communicated within the audit team at the planning meeting, and during the audit as any further laws and regulations were identified. The audit team remained alert to instances of noncompliance throughout the audit;
We assessed the susceptibility of the group’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur by:
• Making enquires of management as to where they consider there was susceptibility to fraud and their knowledge of actual, suspected and alleged fraud;
• Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations;
•  Reviewing the financial statements and testing the disclosures against supporting documentation;
•  Performing analytical procedures to identify any unusual or unexpected trends or anomalies;
•  Inspecting and testing journal entries to identify unusual or unexpected transactions;
• Assessing whether judgement and assumptions made in determining significant accounting estimates, including amounts recoverable on long term contracts, work in progress and the useful economic lives of tangible fixed assets, were indicative of management bias; and
• Investigating the rationale behind significant transactions, or transactions that are unusual or outside the company’s usual course of business.
The areas that we identified as being susceptible to misstatement through fraud were:
•  Management bias in the estimates and judgements made;
•  Management override of controls; and
•  Posting of unusual journals or transactions.

 
Page 7

 
CONISTON HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CONISTON HOLDINGS LTD (CONTINUED)


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our 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 Auditors' report.


Use of our 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 2006Our 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 Auditors' 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.





Ben Bradley (Senior statutory auditor)
for and on behalf of
Barnes Roffe Audit Limited
Chartered Accountants
Statutory Auditor
Charles Lake House
Claire Causeway
Crossways Business Park
Dartford
Kent
DA2 6QA

21 August 2025
Page 8

 
CONISTON HOLDINGS LTD
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 30 NOVEMBER 2024

Period ended
30 November
2024
Note
£

  

Turnover
 4 
7,009,733

Cost of sales
  
(5,882,818)

Gross profit
  
1,126,915

Administrative expenses
  
(792,233)

Operating profit
 5 
334,682

Interest receivable and similar income
 9 
4,513

Interest payable and similar expenses
 10 
(3,390)

Profit before taxation
  
335,805

Tax on profit
 11 
(29,599)

Profit for the financial period
  
306,206

Profit for the period attributable to:
  

Non-controlling interests
  
25,078

Owners of the parent company
  
281,128

  
306,206

Total comprehensive income for the period attributable to:
  

Non-controlling interest
  
25,078

Owners of the parent company
  
281,128

  
306,206

There were no recognised gains and losses for 2024 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2024.

The notes on pages 16 to 32 form part of these financial statements.

Page 9

 
CONISTON HOLDINGS LTD
REGISTERED NUMBER: 15871501

CONSOLIDATED BALANCE SHEET
AS AT 30 NOVEMBER 2024

2024
Note
£

Fixed assets
  

Tangible assets
 14 
205,090

  
205,090

Current assets
  

Stocks
 16 
71,047

Debtors: amounts falling due within one year
 17 
8,435,559

Cash at bank and in hand
 18 
3,226,394

  
11,733,000

Creditors: amounts falling due within one year
 19 
(10,552,732)

Net current assets
  
 
 
1,180,268

Total assets less current liabilities
  
1,385,358

Creditors: amounts falling due after more than one year
 20 
(11,746)

  

Net assets
  
1,373,612


Capital and reserves
  

Called up share capital 
 22 
5,364

Other (consolidation) reserve
  
775,714

Profit and loss account
  
253,589

Equity attributable to owners of the parent company
  
1,034,667

Non-controlling interests
  
338,945

  
1,373,612


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 19 August 2025.




J P Rathbone
Director

The notes on pages 16 to 32 form part of these financial statements.

Page 10

 
CONISTON HOLDINGS LTD
REGISTERED NUMBER: 15871501

COMPANY BALANCE SHEET
AS AT 30 NOVEMBER 2024

2024
Note
£

Fixed assets
  

Investments

 15 
13,971

  

Total assets less current liabilities
  
 
13,971

  

  

Net assets
  
13,971


Capital and reserves
  

Called up share capital 
 22 
5,364

  


  


Profit and loss account carried forward
  
8,607

  
13,971


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 19 August 2025.


J P Rathbone
Director

The notes on pages 16 to 32 form part of these financial statements.

Page 11

 
CONISTON HOLDINGS LTD
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 NOVEMBER 2024


Called up share capital
Other (consolidation) reserve
Profit and loss account
Equity attributable to owners of parent company
Non-controlling interests
Total equity

£
£
£
£
£
£



Profit for the period
-
-
281,128
281,128
25,078
306,206

Other (consolidation) reserve on group re-organisation
-
775,714
-
775,714
-
775,714

Non-controlling interest on group re-organisation
-
-
-
-
306,608
306,608

Dividends: Equity capital
-
-
(20,280)
(20,280)
-
(20,280)

Shares redeemed during the period
(8,607)
-
-
(8,607)
-
(8,607)

Shares issued during the period
13,971
-
-
13,971
-
13,971

Non-controlling interest reserves transfer
-
-
(7,259)
(7,259)
-
(7,259)

Non-controlling interest
reserves transfer
-
-
-
-
7,259
7,259


At 30 November 2024
5,364
775,714
253,589
1,034,667
338,945
1,373,612

The notes on pages 16 to 32 form part of these financial statements.

Page 12

 
CONISTON HOLDINGS LTD
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 NOVEMBER 2024


Called up share capital
Profit and loss account
Total equity

£
£
£



Profit for the period
-
28,887
28,887

Dividends: Equity capital
-
(20,280)
(20,280)

Shares issued during the period
13,971
-
13,971

Shares redeemed during the period
(8,607)
-
(8,607)


At 30 November 2024
5,364
8,607
13,971

The notes on pages 16 to 32 form part of these financial statements.

Page 13

 
CONISTON HOLDINGS LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

2024
£

Cash flows from operating activities

Profit for the financial period
306,206

Adjustments for:

Depreciation of tangible assets
6,488

Loss on disposal of tangible assets
(481)

Interest paid
3,390

Interest received
(4,513)

Taxation charge
29,599

Decrease in stocks
2,830

(Increase)/decrease in debtors
(55,704)

(Decrease)/increase in creditors
(112,790)

Corporation tax received
14,093

Net cash generated from operating activities

189,118


Cash flows from investing activities

Cash at bank on acquistion of subsidiaries (as part of group re-organisation)
3,051,000

Interest received
4,513

HP interest paid
(70)

Net cash from investing activities

3,055,443
Page 14

 
CONISTON HOLDINGS LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE PERIOD ENDED 30 NOVEMBER 2024


2024

£



Cash flows from financing activities

Issue of ordinary shares
13,971

Purchase (redemption) of ordinary shares
(8,607)

Repayment of/new finance leases
69

Dividends paid
(20,280)

Interest paid
(3,320)

Net cash used in financing activities
(18,167)

Net increase in cash and cash equivalents
3,226,394

Cash and cash equivalents at the end of period
3,226,394


Cash and cash equivalents at the end of period comprise:

Cash at bank and in hand
3,226,394

3,226,394


The notes on pages 16 to 32 form part of these financial statements.

Page 15

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

1.


General information

Coniston Holdings Limited is a private company limited by shares, registered in England and Wales. The address of the registered office is Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ. 
The company was incorporated on 2 August 2024. The principal activities of the company is that of a holding company, and the group's principal activity is that of a building contractor on construction and civil engineering projects.

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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the company and its own subsidiaries ("the group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Going concern

The directors have concluded that there are no significant uncertainities that would impact the group's going concern status for the next 12 months. These financial statements have been prepared on a going concern basis.

Page 16

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

2.Accounting policies (continued)

  
2.4

Revenue

Revenue arises from property and civil engineering contracts and is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable,excluding discounts, rebates,value added tax and other sales taxes. The amount of revenue included reflects the accruals of the right to consideration as the contract activity progress by reference to the value of the work performed. The following criteria must also be met before revenue is recognised:
Revenue from a contract to provide property and civil engineering services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
•   the amount of revenue can be measured reliably;
•   it is probable that the company will receive the consideration due under the contract;
•   the stage of completion of the contract at the end of the reporting period can be measured reliably;
•   the costs incurred and the costs to complete the contract can be measured reliably; and
•   where the contract outcome cannot be measured reliably, revenue is recognised only to the extent 
    of the expense recognised that are recoverable.
    

 
2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
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

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

Page 17

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

2.Accounting policies (continued)

 
2.9

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. 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 balance sheet date in the countries where the company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet 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;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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 balance sheet 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/reducing balance methods.

Depreciation is provided on the following basis:

Motor vehicles
-
25%
reducing balance
Fixtures and fittings
-
25%
reducing balance/7 year straight line
Office equipment
-
10%
/25%/33.33% reducing balance

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 18

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

2.Accounting policies (continued)

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.12

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.13

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.

  
2.14

Long-term contracts

Amounts recoverable on long-term contracts, which are included in debtors, are stated at net sales value of work done after provisions for contingencies and anticipated future losses on contacts, less amounts received as progress payments on account. Where such amounts have been received and exceed amounts recovered, the net amounts are included in creditors as payments on account.

 
2.15

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.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.16

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.

 
2.17

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 19

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

2.Accounting policies (continued)

 
2.18

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Basic financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

 
2.19

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 20

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The group makes estimates and assumptions concerning the future. Management are also required to exercise judgement in the processs of applying the company's accounting policies. Estimates and judgements are continually evaluated and are based on historical experience and other factors including expectations of future events that are believed to be reasonable under circumstances.
The estimates and assumptions that have significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are addressed below.
Depreciation and residual values
The directors have reviewed the asset live and associated residual values of all the fixed assets and have concluded the asset lives and residual values are appropriate.
The actual lives of the assets and residual values are accessed annually and may vary depending ona anumber of factors. In re-assessing assets lives, factors such as technological innovations, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and project disposal values.
Recoverability of Trade Debtors 
Trade and other debtors are recognised to the extent that they are judged recoverable. Provisions are made specifically against invoices where recoverability is uncertain.
Management makes allowances for doubtful debts on an assessment of the recoverability of debtors.
Work in progress (and Amounts recoverable on Long-term contracts)
The group uses qualified third party quantity surveyors to value projects and calculate the amount that the company bill the client. If management disagree with the valuation from the surveyors, the valuation will be challenged and the client is only billed when the valuation has been agreed.
All income and costs recorded on the surveyor's valuation which are not yet invoiced at the year end are provided for by means of an accrual.
The directors are required to make an assessment with regard to the future costs the group is likely to incur so as to fulfil its obligation under contracts, including remedial work necessary to guarantee the release of retention balances. Only specific provisions against contracts where such a provision is required or where specific remedial work is required are recognised. No general provisions are recognised. 


4.


Turnover

The whole of the turnover is attributable to the principal activity of the group, being that of a building contractor on construction and civil engineering projects.
All turnover arose within the United Kingdom.

Page 21

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

5.


Operating profit

The operating profit is stated after charging:

Period ended
30 November
2024
£

Depreciation
6,488

Other operating lease rentals
11,353


6.


Auditors' remuneration

During the period, the Group obtained the following services from the company's auditors:


Period ended
30 November
2024
£

Fees payable to the company's auditors for the audit of the consolidated and parent company's financial statements
67,250

Fees payable to the company's auditors in respect of:

Taxation compliance services
6,900

Page 22

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

7.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
2024
£


Wages and salaries
577,430

Social security costs
55,855

Cost of defined contribution scheme
26,916

660,201


The average monthly number of employees, including the directors, during the period was as follows:



Group
Company
     Period ended
     30 November
     Period ended
     30 November
        2024
        2024
            No.
            No.







Employees
94
94


8.


Directors' remuneration

Period ended
30 November
2024
£

Directors' emoluments
22,688

Group contributions to defined contribution pension schemes
9,146

31,834


During the period retirement benefits were accruing to 4 directors in respect of defined contribution pension schemes.

Page 23

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

9.


Interest receivable

Period ended
30 November
2024
£


Other interest receivable
4,513

4,513


10.


Interest payable and similar expenses

Period ended
30 November
2024
£


Bank interest payable
3,320

Finance leases and hire purchase contracts
70

3,390


11.


Taxation


Period ended
30 November
2024
£

Corporation tax


Current tax on profits for the year
12,725

Adjustments in respect of previous periods
637


Total current tax
13,362

Deferred tax


Origination and reversal of timing differences
16,237


29,599
Page 24

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024
 
11.Taxation (continued)


Factors affecting tax charge for the period

The tax assessed for the period is lower than the standard rate of corporation tax in the UK of 25%. The differences are explained below:

Period ended
30 November
2024
£


Profit on ordinary activities before tax
335,805


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25%
83,951

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
3,716

Capital allowances for period in excess of depreciation
(752)

Deferred tax
16,237

Higher rate taxes on overseas earnings
243

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
(42,552)

Utilisation of tax losses brought forward
(31,244)

Total tax charge for the period
29,599


Factors that may affect future tax charges

The group has carried forward losses of £1,317,127 available to offset against its future trading profits.


12.


Dividends

2024
£


Dividend paid on equity capital
20,280

20,280

Page 25

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

13.


Parent company profit for the year

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The profit after tax of the parent company for the period was £28,887.


14.


Tangible fixed assets

Group






Motor vehicles
Fixtures and fittings
Office equipment
Total

£
£
£
£



Cost or valuation


On acquisition of subsidiaries
303,264
71,764
172,766
547,794



At 30 November 2024

303,264
71,764
172,766
547,794



Depreciation


Charge for the period on owned assets
3,917
415
2,156
6,488


On acquisition of subsidiaries
168,672
54,310
113,234
336,216



At 30 November 2024

172,589
54,725
115,390
342,704



Net book value



At 30 November 2024
130,675
17,039
57,376
205,090

Page 26

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

15.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


Additions
166,971


Disposals
(153,000)



At 30 November 2024
13,971





Subsidiary undertakings


The following were subsidiary undertakings of the company:

Name

Registered office

Principal activity

Class of shares

Holding

Coniston Group Limited
Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ
Intermediate holding company
Ordinary
100%
Coniston Dartford Limited*
Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ
Intermediate holding company
Ordinary
100%
Coniston Limited**
Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ
Construction contractors
Ordinary
100%
Coniston FM Limited***
Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ
Mechanical,electrical and civil engineering services
Ordinary
51%
Parkserve Solutions Limited***
Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ
Mechanical,electrical and civil engineering services
Ordinary
51%

*Held indirectly via Coniston Group Limited
** Held indirectly via Coniston Dartford Limited
***Held indirectly via Coniston Limited

Page 27

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

16.


Stocks

Group
2024
£

Work in progress
71,047

71,047



17.


Debtors

Group
2024
£


Trade debtors
3,784,352

Other debtors
57,424

Prepayments and accrued income
1,242,528

Amounts recoverable on long-term contracts
3,155,325

Deferred taxation
195,930

8,435,559



18.


Cash and cash equivalents

Group
2024
£

Cash at bank and in hand
3,226,394

3,226,394


Page 28

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

19.


Creditors: Amounts falling due within one year

Group
2024
£

Trade creditors
2,749,931

Corporation tax
84,879

Other taxation and social security
501,056

Obligations under finance lease and hire purchase contracts
4,027

Other creditors
740,442

Accruals and deferred income
6,472,397

10,552,732



20.


Creditors: Amounts falling due after more than one year

Group
2024
£

Net obligations under finance leases and hire purchase contracts
11,746

11,746


Net obligations under finance leases and hire purchase contracts are secured on the assets to which they relate.


21.


Deferred taxation


Group



2024


£






Charged to profit or loss
(16,237)


On acquisition of subsidiaries
212,167



At end of year
195,930

Page 29

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024
 
21.Deferred taxation (continued)

The deferred tax asset is made up as follows:





Group
2024
£

Accelerated capital allowances
(51,273)

Tax losses carried forward
247,203

195,930

Page 30

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

22.


Share capital

2024
£
Allotted, called up and fully paid


912 A1 Ordinary shares of £1.00 each
912
912 B1 Ordinary shares of £1.00 each
912
3,540 C1 Ordinary shares of £1.00 each
3,540

5,364


On incorporation 1 Ordinary C share of £1 was issued at par. 
On 31 October 2024, as part of a group reorganisation, 2,375 Ordinary A Shares of £1 each, 2,375 Ordinary B Shares of £1 each and 9,220 Ordinary C Shares of £1 each were issued at par. Subsequently the A, B and C Ordinary shares were redesignated as A1, A2, B1, B2, C1 and C2 Ordinary shares. Finally on 31 October 2024, 8,607 of Ordinary A2, B2 and C2 shares of £1 each were redeemed and cancelled as part of a capital reduction demerger.


23.


Pension commitments

The group operates defined contribution pension schemes. The assets of the schemes are held separately from those of the group in independently administered funds. The pension cost charge represents contributions payable by the group  to the fund and amounted to £26,916.
Contributions totalling £75,646 were payable to the fund at the balance sheet date and are included in other creditors.

Page 31

 
CONISTON HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 NOVEMBER 2024

24.


Related party transactions

The group has taken advantage of the FRS 102 paragraph 33.1A exemption not to disclose transactions with other members of the group that are wholly owned by the Company. The following transactions occurred during the year, which are classified as related party transactions:
A director of the Company is a partner in Coniston Building Services. Trading with this business has
resulted in transactions undertaken and balances outstanding at the year end as follows:
- Rent expense £6,667.
- Sales £30.
- Purchases £2,555.
- Amounts owed to Coniston Building Services as at the balance sheet date £12,095.
The group owns 51% of the issued share capital of Parkserve Solutions Limited. Trading with this
company has resulted in transactions undertaken and balances outstanding at the year end as follows:
- Sales £30,384.
- Staff cost recharges £4,508.
- Amounts owed by Parkserve Solutions Limited as at the balance sheet date £23,335.
Apollo Building Services Limited was a subsidiary of the group. However, it demerged from the Coniston group on 31 October 2024, and is still considered a related party. Trading with this entity has resulted in transactions undertaken and balances outstanding at the year end as follows:
- Sales £2,189
- Management fee income £45,034.
- Amounts owed to Apollo Building Services Limited as at the balance sheet date £20,577.


25.


Controlling party

The ultimate controlling party is Mr J P Rathbone and family through a majority shareholding.

 
Page 32