Company Registration No. 11338702 (England and Wales)
Thornton Tomasetti Holdings UK Limited
Annual report and
group financial statements
for the year ended 31 December 2024
Thornton Tomasetti Holdings UK Limited
Company information
Directors
Phillip Thompson
Gary Panariello
Pete Dimaggio
William Townsend
Secretary
Corrina Hall
Company number
11338702
Registered office
2nd Floor
12-16 Clerkenwell Road
London
EC1M 5PQ
`
Independent auditor
Saffery LLP
71 Queen Victoria Street
London
EC4V 4BE
Solicitors
Shepherd & Wedderburn LLP
1 Exchange Crescent
Conference Square
Edinburgh
EH3 8UL
Thornton Tomasetti Holdings UK Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 8
Group statement of comprehensive income
9
Group statement of financial position
10
Company statement of financial position
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 29
Thornton Tomasetti Holdings UK Limited
Strategic report
For the year ended 31 December 2024
1

The directors present the strategic report for the year ended 31 December 2024.

Fair review of the business

The group provides engineering and consultancy services to sectors including construction, design, defence, security and oil & gas.

The group recorded a profit before tax of £649,978 (2023: £1,154,351). The directors consider this to be the key measure of the group's trading performance. The increase in profit before tax is mainly due to reallocation of corporate expenditure across the region during the year.

While our security and government business remains strong, oil and gas revenues remain weak and strategic initiatives are in place to counter this with greater focus on decarbonisation and alternative energy.

Principal risks and uncertainties

Operational risk

Operational risk is the risk of loss due to inadequate or failed internal processes, people, systems or from external events. The group manages operational risk by having suitable processes and systems in place. Our risk management function looks to capture risk information in a robust and consistent manner.

Legal and reputational risk

In the ordinary course of business, these risks could lead to reputational damage or legal censure, fines or prosecutions and other types of non-budgeted operational risk losses associated with our conduct and activities. The group has no appetite for material risk levels which may result i n such outcomes. We maintain a robust and appropriate internal control environment and this is regularly reviewed and analysed.

Cyber risk

Risks exist that are associated with digital technologies, devices and media. Cyber risk is never a matter purely for the IT team, although they clearly play a vital role. An organisation's risk management function needs a thorough understanding of the constantly evolving risks as well as the practical tools and techniques available to address them.

Financial risk

Financial risk includes credit risk, liquidity risk, interest rate risk and foreign exchange risk.

Economic risk

Economic risk includes wider economic downturn resulting in the further decline of oil and gas and a fall in government expenditure would have a significant impact on the Group. This is is mitigated by our diversification into other customer bases and the field of decarbonisation and alternative energy.

Thornton Tomasetti Holdings UK Limited
Strategic report (continued)
For the year ended 31 December 2024
2

Credit risk

Credit risk is the risk that a counterparty will be unable to pay amounts in full when due. Key areas where the company is exposed to credit risk are amounts due from clients. The group manages the levels of credit risk it accepts and such risks are subject to regular review. Each account is closely monitored by the credit control function.

Liquidity risk

Liquidity risk is the risk that cash may not be available to pay obligations when due. The primary liquidity risk of the group is the obligation to pay third parties including suppliers. Regular forecasts are performed to ensure that the group maintains an appropriate level of liquidity.

Foreign Exchange Risk

Foreign exchange risk is the risk that the group may be exposed to fluctuations in exchange rates between GBP other currencies.

On behalf of the board

Phillip Thompson
Director
31 July 2025
Thornton Tomasetti Holdings UK Limited
Directors' report
For the year ended 31 December 2024
3

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

Principal activities

The principal activity of the group continued to be that of engineering and consulting, and for the company it continued to be that of group holding company.

Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Phillip Thompson
Gary Panariello
Pete Dimaggio
William Townsend
Auditor

Saffery have expressed their willingness to remain in office as auditors of the group.

Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).

Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

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

- prepare the on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Thornton Tomasetti Holdings UK Limited
Directors' report (continued)
For the year ended 31 December 2024
4
Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Phillip Thompson
Director
31 July 2025
Thornton Tomasetti Holdings UK Limited
Independent auditor's report
To the members of Thornton Tomasetti Holdings UK Limited
5
Opinion

We have audited the financial statements of Thornton Tomasetti Holdings UK Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the group and of the parent company's affairs as at 31 December 2024 and of the group's profit for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

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

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

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

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

We have nothing to report in this regard.

Thornton Tomasetti Holdings UK Limited
Independent auditor's report (continued)
To the members of Thornton Tomasetti Holdings UK Limited
6

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 strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Thornton Tomasetti Holdings UK Limited
Independent auditor's report (continued)
To the members of Thornton Tomasetti Holdings UK Limited
7

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the group and parent company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent company by discussions with directors and by updating our understanding of the sector in which the group and parent company operates.

Laws and regulations of direct significance in the context of the group and parent company include The Companies Act 2006 and UK Tax legislation.

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of group and parent company financial statement disclosures. We reviewed the parent company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the parent company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

As group auditors, our assessment of matters relating to non-compliance with laws or regulations and fraud differed at group and component level according to their particular circumstances. Our communications included a request to identify instances of non-compliance with laws and regulations and fraud that could give rise to a material misstatement of the group financial statements in addition to our risk assessment.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Thornton Tomasetti Holdings UK Limited
Independent auditor's report (continued)
To the members of Thornton Tomasetti Holdings UK Limited
8

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Jamie Cassell
Senior Statutory Auditor
For and on behalf of Saffery LLP
4 August 2025
Statutory Auditors
71 Queen Victoria Street
London
EC4V 4BE
Thornton Tomasetti Holdings UK Limited
Group statement of comprehensive income
For the year ended 31 December 2024
9
2024
2023
Notes
£
£
Turnover
3
10,419,830
10,889,539
Cost of sales
(3,492,370)
(4,091,912)
Gross profit
6,927,460
6,797,627
Administrative expenses
(6,277,482)
(5,649,996)
Operating profit
4
649,978
1,147,631
Interest receivable and similar income
7
-
0
6,720
Profit before taxation
649,978
1,154,351
Tax on profit
8
(204,305)
146,304
Profit for the financial year
445,673
1,300,655
Profit for the financial year is all attributable to the owner of the parent company.
Total comprehensive income for the year is all attributable to the owner of the parent company.
Thornton Tomasetti Holdings UK Limited
Group statement of financial position
As at 31 December 2024
31 December 2024
10
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
9
1,074,523
1,388,608
Tangible assets
10
395,898
492,742
1,470,421
1,881,350
Current assets
Debtors
13
7,957,479
11,150,367
Cash at bank and in hand
383,624
531,594
8,341,103
11,681,961
Creditors: amounts falling due within one year
14
(5,099,117)
(9,287,875)
Net current assets
3,241,986
2,394,086
Total assets less current liabilities
4,712,407
4,275,436
Provisions for liabilities
Deferred tax liability
15
26,195
34,897
(26,195)
(34,897)
Net assets
4,686,212
4,240,539
Capital and reserves
Called up share capital
17
100
100
Profit and loss reserves
4,686,112
4,240,439
Total equity
4,686,212
4,240,539

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 31 July 2025 and are signed on its behalf by:
31 July 2025
Phillip Thompson
Director
Company registration number 11338702 (England and Wales)
Thornton Tomasetti Holdings UK Limited
Company statement of financial position
As at 31 December 2024
31 December 2024
11
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
11
6,456,564
6,456,564
Current assets
Debtors
13
85,469
552,601
Creditors: amounts falling due within one year
14
(6,168,736)
(6,620,558)
Net current liabilities
(6,083,267)
(6,067,957)
Net assets
373,297
388,607
Capital and reserves
Called up share capital
17
100
100
Profit and loss reserves
373,197
388,507
Total equity
373,297
388,607

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s loss for the year was £15,310 (2023 - £11,329 loss).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 31 July 2025 and are signed on its behalf by:
31 July 2025
Phillip Thompson
Director
Company registration number 11338702 (England and Wales)
Thornton Tomasetti Holdings UK Limited
Group statement of changes in equity
For the year ended 31 December 2024
12
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2023
100
2,939,784
2,939,884
Year ended 31 December 2023:
Profit and total comprehensive income
-
1,300,655
1,300,655
Balance at 31 December 2023
100
4,240,439
4,240,539
Year ended 31 December 2024:
Profit and total comprehensive income
-
445,673
445,673
Balance at 31 December 2024
100
4,686,112
4,686,212
Thornton Tomasetti Holdings UK Limited
Company statement of changes in equity
For the year ended 31 December 2024
13
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2023
100
399,836
399,936
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
(11,329)
(11,329)
Balance at 31 December 2023
100
388,507
388,607
Year ended 31 December 2024:
Profit and total comprehensive income
-
(15,310)
(15,310)
Balance at 31 December 2024
100
373,197
373,297
Thornton Tomasetti Holdings UK Limited
Group statement of cash flows
For the year ended 31 December 2024
14
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
20
399,095
461,010
Income taxes paid
(461,702)
(172,741)
Net cash (outflow)/inflow from operating activities
(62,607)
288,269
Investing activities
Purchase of tangible fixed assets
(85,363)
(261,496)
Proceeds from disposal of tangible fixed assets
-
4,674
Interest received
-
0
6,720
Net cash used in investing activities
(85,363)
(250,102)
Net (decrease)/increase in cash and cash equivalents
(147,970)
38,167
Cash and cash equivalents at beginning of year
531,594
493,427
Cash and cash equivalents at end of year
383,624
531,594
Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements
For the year ended 31 December 2024
15
1
Accounting policies
Company information

Thornton Tomasetti Holdings UK Limited (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, 12-16 Clerkenwell Road, London, EC1M 5PQ.

The group consists of Thornton Tomasetti Holdings UK Limited and all of its subsidiaries, being Thornton Tomasetti Warrington Limited and Thornton Tomasetti Romsey Limited.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Thornton Tomasetti Holdings UK Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

The financial statements are prepared on a going concern basis. The directors have taken into

consideration forecasts produced that take into account the impact of the current economic climate on both the company and the sectors it operates in. The conclusion of the directors is that they still have a reasonable expectation the company will continue in operational existence for the foreseeable future.

Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
16
1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and discounts.

Turnover from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recover ed.

1.6
Intangible fixed assets - goodwill

Goodwill arising on the acquisition of subsidiary undertakings represents the excess of the fair value of the consideration over the fair value of the identifiable assets and liabilities acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Trademarks
2.5 years
1.8
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
Over the length of the lease
Plant and equipment
20% reducing balance
Fixtures and fittings
15% reducing balance
Computers
33% straight line
Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
17

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.9
Fixed asset investments

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
18
1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
19
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

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

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
20
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

1.18
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
21
2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Amounts recoverable on contracts

The key source of estimation uncertainty that has a significant effect on the amounts recognised in the financial statements is the calculation of amounts recoverable on contracts, which is defined in the turnover policy above.

Impairment of goodwill and investment in subsidiaries

At year end, the Group held goodwill of £1.1m (2023: £1.4 m) and t he c ompany held investments of £6.5m (2023: 6.5m) in subsidiaries in respect of Thornton Tomasetti Warrington Limited and Thornton Tomasetti Romsey Limited. Impairment assessments on th ese balance s require s the Board to make judgements about the future performance of group entities. The Board performs a formal assessment at each reporting date to determine if any impairment is required. That assessment applies judgements about the recoverable amounts, including in respect of the future growth of the business. The Board determined that no impairment of investment or goodwill was required based on forecasts. The company held investments in subsidiaries of £6.5m (2023: £6.5m) at the year end.

The Directors estimated that the useful life of goodwill to be 10 years and will be amortised on a straight-line method over this period. The Directors considered the useful life to be reasonable on the basis of the Group's fair review of the business and future developments.

Recoverability of intercompany balances

The recoverability of intercompany debt remains a key area of judgement with the expectation being based on management's best estimate of recoverability.

Bad debt provision

The recoverability of debt remains a key area of judgement with the provision being based on management's best estimate of recoverability.

Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
22
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Applied science
4,125,679
4,182,064
Protective design
5,030,165
5,146,218
MEP engineering
-
549,865
Other
1,263,986
1,011,392
10,419,830
10,889,539
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
8,508,282
9,089,104
Australia
26,947
71,272
United States of America
1,335,778
1,119,233
Rest of world
548,823
609,930
10,419,830
10,889,539
2024
2023
£
£
Other revenue
Interest income
-
6,720
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging:
Exchange losses
5,902
57,547
Depreciation of owned tangible fixed assets
182,207
142,993
Amortisation of intangible assets
314,085
314,085
Operating lease charges
345,462
367,578
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
6,800
6,500
Audit of the financial statements of the company's subsidiaries
46,000
45,250
52,800
51,750
Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
23
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
74
71
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
5,211,240
4,724,682
-
0
-
0
Social security costs
528,591
604,300
-
-
Pension costs
211,186
187,111
-
0
-
0
5,951,017
5,516,093
-
0
-
0

The directors received no remuneration from Thornton Tomasetti Holdings UK Limited.

7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
-
0
6,720
Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
24
8
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
131,043
200,449
Deferred tax
Origination and reversal of timing differences
73,262
(346,753)
Total tax charge/(credit)
204,305
(146,304)

The actual charge/(credit) for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
649,978
1,154,351
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
162,495
271,503
Tax effect of expenses that are not deductible in determining taxable profit
10,345
73,597
Change in unrecognised deferred tax assets
73,262
(346,753)
Permanent capital allowances in excess of depreciation
(3,255)
(48,101)
Relief for losses brought forward
(42,450)
(110,866)
Provisions tax adjustment
80
13,232
Non-trading loan relationships credit
-
0
(1,581)
Group relief not surrendered
3,828
2,665
Taxation charge/(credit)
204,305
(146,304)
Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
25
9
Intangible fixed assets
Group
Goodwill
Trademarks
Total
£
£
£
Cost
At 1 January 2024 and 31 December 2024
3,140,853
80,000
3,220,853
Amortisation and impairment
At 1 January 2024
1,752,245
80,000
1,832,245
Amortisation charged for the year
314,085
-
0
314,085
At 31 December 2024
2,066,330
80,000
2,146,330
Carrying amount
At 31 December 2024
1,074,523
-
0
1,074,523
At 31 December 2023
1,388,608
-
0
1,388,608
The company had no intangible fixed assets at 31 December 2024 or 31 December 2023.
10
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 1 January 2024
270,525
414,899
68,703
132,634
886,761
Additions
41,371
33,952
-
0
10,040
85,363
At 31 December 2024
311,896
448,851
68,703
142,674
972,124
Depreciation and impairment
At 1 January 2024
50,425
232,907
20,667
90,021
394,020
Depreciation charged in the year
52,722
101,693
7,664
20,128
182,207
At 31 December 2024
103,147
334,600
28,331
110,149
576,227
Carrying amount
At 31 December 2024
208,749
114,251
40,372
32,525
395,897
At 31 December 2023
220,100
181,992
48,036
42,613
492,741
The company had no tangible fixed assets at 31 December 2024 or 31 December 2023.
Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
26
11
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
12
-
0
-
0
6,456,564
6,456,564
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024 and 31 December 2024
6,456,564
Carrying amount
At 31 December 2024
6,456,564
At 31 December 2023
6,456,564
12
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
shares held
% Held
Thornton Tomasetti Romsey Limited
Montford Lodge, Botley Road, Romsey, Hampshire, SO51 5SW
Engineering and consultancy
Ordinary
100
Thornton Tomasetti Warrington Limited
The Brew House Wilderspool Park, Greenalls Avenue, Warrington, Cheshire, WA4 6HL
Engineering and consultancy
Ordinary
100
Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
27
13
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,276,874
2,282,332
-
0
-
0
Corporation tax recoverable
536,495
279,098
-
0
-
0
Amounts owed by group undertakings
4,018,493
7,362,469
85,469
552,601
Other debtors
8,550
75,515
-
0
-
0
Prepayments and accrued income
833,591
785,513
-
0
-
0
7,674,003
10,784,927
85,469
552,601
Deferred tax asset (note 15)
283,476
365,440
-
0
-
0
7,957,479
11,150,367
85,469
552,601
14
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
£
£
£
£
Trade creditors
141,530
270,912
-
0
-
0
Amounts owed to group undertakings
3,074,953
7,384,449
6,158,161
6,610,919
Other taxation and social security
598,986
516,644
-
-
Other creditors
19,755
71,406
-
0
-
0
Accruals and deferred income
1,263,893
1,044,464
10,575
9,639
5,099,117
9,287,875
6,168,736
6,620,558
15
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Accelerated capital allowances
26,195
34,897
283,476
365,440
Group
Company
2024
2024
Movements in the year:
£
£
Asset at 1 January 2024
(330,543)
-
Charge to profit or loss
73,262
-
Asset at 31 December 2024
(257,281)
-
Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
28
16
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
211,186
187,111

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

17
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
100
100
100
100
18
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
164,909
209,684
-
-
Between two and five years
207,561
368,469
-
-
372,470
578,153
-
-
19
Controlling party

The company is a wholly owned subsidiary of Thornton Thomasetti Inc, which is incorporated in the United States of America and has registered office of 51 Madison Avenue, New York, N.Y. 10010-1603, USA.

Thornton Tomasetti Holdings UK Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
29
20
Cash generated from group operations
2024
2023
£
£
Profit for the year after tax
445,673
1,300,655
Adjustments for:
Taxation charged
204,305
219,136
Investment income
-
0
(6,720)
Amortisation and impairment of intangible assets
314,085
314,085
Depreciation and impairment of tangible fixed assets
182,207
142,993
Increase/(decrease) in provisions
73,262
(365,440)
Movements in working capital:
Decrease/(increase) in debtors
3,368,321
(1,847,440)
(Decrease)/increase in creditors
(4,188,758)
703,741
Cash generated from operations
399,095
461,010
21
Analysis of changes in net funds - group
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
531,594
(147,970)
383,624
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