The directors present the strategic report for the year ended 31 December 2024.
The results for the year show a turnover of £35.6m (2023 - £35.4m) with an operating profit of £1.5m (2023 - £999k).
We entered the 2024 trading year with £21m of secured turnover and a further £16m of highly probable projects under negotiation. As the year extended through the commencement of some secured projects were delayed by planning and base build progress. This delay in commencement showed a stabilisation in yearly turnover when compared to 2023 but also represented an increase in secured turnover rolling into 2025 of £26m.
Our commercial focus through the year and the continued strong client and consultant relationships allowed us to maintain our profitability whilst seeing a negligible increase in turnover. These results demonstrate that we have fortified our position as a £35m-£40m business, with the secured turnover into 2025 allowing us to be confident of a positive trend towards achieving our target of being a £45m to £55m business by 2027.
The business remains focussed on our company commitment of ‘Quality without Compromise’ (QWC) focussing us on our performance around delivery, safety and quality, achieved through engendering trust by integration and communication. This is what makes us a contractor of choice in the fit out and refurbishment market.
The strategy in the next year is to continue our increase in turnover towards our declared target whilst ensuring a high level of delivery is maintained and client relationships are nurtured. We will maintain careful financial management with firm control of costs and any associated company risk and invest in our people to motivate them to attain our collective goals.
Key senior personnel and management
The success of QOB’s business plan is predicated on the continued effort of its senior managers. We remain committed in retaining our key senior management team, as the loss of these personnel could affect the success of the company’s operations. We therefore have suitable protocol in place for retention, reward and development. We continue to incentivise and remunerate the high achievers in our business to secure and repeat successful behaviours. We are enhancing our employee benefits to reward our existing teams and to make us a business of choice for the next generation of key appointments into our company.
We continue to offer share ownership to selected employees having already successfully issued shares under approved schemes to high achieving and long serving employees.
The Directors regularly review at board meetings all foreseeable risks and uncertainties that face both our industry and the company specifically, so we can plan and mitigate. The main operational risks to our business performance are:
Market and General economy – The fit-out market continues to re-define itself post-pandemic and the standard of office space being fitted out for employees is high. We are well positioned to deliver fit out for discerning tenants and landlords alike, with the advent of landlord space becoming turnkey with exacting corporate standards to deliver ‘best in class’. This workstream allied with the environmental improvements required on base build plant represent a steady pipeline which we don’t see abating in the near term.
Financial risks – The financial strength of our clients and the trading entity that we contract with requires due diligence. We have internal process for reviewing, accepting and managing any risk associated with funding and payments. We maintain sufficient cash reserves (£2.9m) as working capital to navigate through any financial challenges, without the need for any overdraft or borrowing and forecast our position regularly.
Operational risk - Supply chain liquidity risk is managed through utilising a select supply chain of known performers who demonstrate exacting criteria as part of our vetting process. We do not have any projects or framework agreements that have fixed our supply chain cost or overhead independent of known fixed value and timeframes.
Pricing strategy – The inflationary effect of goods and materials on our supply chain has levelled from last year’s turbulence. We continue to review, with our supply chain, the period that we can fix our prices for prospective projects so that any risk in inflation is managed and mitigated. The size and speed of our projects limit exposure to price fluctuation but warrant continued assessment and review.
Contract - The migration of risk remains apparent in contracts, and we continue to review amendments to conditions that migrate additional liabilities so that we can negotiate an agreeable position on risk and measures required to protect both us and the client.
Health, Safety & Environmental – The legal, moral and reputational damage that could be associated with Health and Safety failure remains as a business risk. We have audited systems of work (ISO accreditation), training plans, in house H&S management and a commitment to exacting H&S performance. We have had no reportable accidents in the year.
Environmental – As a business we are aware that environmental performance is both a regulatory and corporate responsibility. We have accreditation (ISO) regarding our process of environmental management to manage any reputational risk associated with an environmental transgression. Our environmental and sustainability results are:
98% recycling/re-use rate
Zero pollution/environmental incidents
CCS score average 44
90% projects delivered with an environmental accreditation
We have environmental risk assessments that manage the use of suitable materials, waste disposal and discharge.
Regulatory risk – The building safety act has stalled many projects through the planning process, these are predominately new projects to which we have no exposure to the initial build but will monitor the pipeline delays associated with the secondary market of fit out generated through the moves of tenants around and into these new premises. We are competent in delivering as PD and have a supply chain that are capable of operating under the act, both from a design and construction perspective.
The Board continually monitors these key company risks via monthly management meetings that. We continue to invest in both internal and external resource and services that enable us to enhance our offering whilst understanding our risks, reviewing them, and putting plans in place to manage them.
Investment in people and place
We have moved office to provide a contemporary space for our employees, this move represents the growth of our business, and we are able to showcase a high end fit out for our people to enjoy. We continue to invest in the next generation through sponsorship on degree courses and apprenticeships so that we can manage and monitor the development of our employees and integrate them into the workplace.
We have undertaken charitable events both through sponsorship and attendance, we will continue to engage with meaningful charitable investment that show tangible benefits to the recipients.
Future Opportunity - Our client base remains loyal and engaged. We have a high level of repeat client/consultant interaction that continues to give us a pipeline of opportunity. We will continue to focus on people and organisations that we have delivered for and who offer opportunity for future work, this will remain our core focus whilst also being measured in supplementing this pipeline with new clients and consultants.
The commercial office space remains buoyant within our project value banding, allied with the regulatory requirements of MEES driving landlords’ upgrades. We consider ourselves well set to deliver our targets through 2025 and beyond.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 December 2024.
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £482,275. The directors do not recommend payment of a further dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Principal risks and uncertainties
The group is exposed to a number of risks as a result of global economic changes. The principal risks and uncertainties that the group faces, together with an explanation of how they are mitigated, are as follows:
War in Ukraine
The group has no ongoing business activities in the region and all business relationships were assessed to ensure that they were not impacted by the restrictions in the region.
Inflation
Cost increases have a direct impact on construction costs. Inflation leads to rising prices for various inputs, such as labor, equipment and materials,. This can put pressure on construction margins.
Liquidity risk
The group seeks to manage liquidity risk to ensure sufficient liquidity is available to meet foreseeable needs. The group continually monitors rolling cash flow forecasts to ensure sufficient cash is available to meet anticipated cash requirements.
Interest rate risk
At present, given the group does not have any external borrowings, it has been deemed by the directors that the group is not exposed to interest rate risk.
Foreign currency risk
Where the group purchases services from foreign suppliers, the directors mitigate the foreign exchange risk associated with transactions by purchasing these services in sterling as opposed to a foreign currency. Should any transactions take place in these foreign currencies, then the foreign exchange risk is minimal. However, should this change, the Board will take necessary steps to mitigate any such fluctuations, as this is constantly reviewed.
The board continually monitors the financial performance of the group via monthly management meetings, individual job costings and end day forecasting. This, combined with the continued reinvestment of available profits back into the business, provides a strong base from which to operate successfully.
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
We have audited the financial statements of QOB Holding Company 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 balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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).
Basis for 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
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.
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
- the nature of the industry and sector, and whether the financial results of our client differed from the industry trends;
- the legal and regulatory framework that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements;
- the matters discussed among the audit engagement team during the planning process regarding how and where fraud might occur in the financial statement and any potential indicators of fraud.
Audit procedures performed included the reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; discussions with the directors' on their own assessment of the risks that irregularities may occur either as a result of fraud or error, their assessment of compliance with laws and regulations and whether they were aware of any instances of non-compliance, including any potential litigation or claims; performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; in addressing the risk of
fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; inspection of relevant legal correspondence and board minutes; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
As a result of our assessment, it is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business. However, laws and regulations considered to have a direct effect on the financial statements included the UK Companies Act, Employment Laws, Tax legislation both UK and local for foreign sales, Pensions legislation, Health & Safety legislation, distance selling regulations and electrical safety standards.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. There is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
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.
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 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £475,436 (2023 - £211,725 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
QOB Holding Company Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 250 Woodcote Road, Wallington, Surrey, SM6 0QE.
The group consists of QOB Holding Company Limited and its significant subsidiaries.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
Parent company disclosure exemption
In preparing the separate financial statements of the parent company, advantage has been taken of the following exemptions available to qualifying entities:
No cash flow statement, net debt reconciliation or financial instrument disclosures have been presented for the parent company; and
No disclosure has been given for the aggregate remuneration of the key management personnel of the parent company as their remuneration is included in the totals for the group as a whole.
The consolidated group financial statements consist of the financial statements of the parent company QOB Holding Company Limited together with all entities controlled by the parent company (its subsidiaries).
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 group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Turnover, which is stated net of value added tax, represents amounts invoiced to third parties, except in respect of long term contracts where turnover represents the sale value of work done in the year, including estimates for amounts not invoiced.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
In the parent company financial statements, investments in subsidiaries 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.
At each reporting period end date, the group reviews the carrying amounts of its tangible 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.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, 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.
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.
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.
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.
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 payments 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.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value excludes the effect of non-market-based vesting conditions.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company's estimate of equity instruments that will eventually vest unless the exercise period commences immediately following the grant date, in which case the entire fair value of the equity-settled share-based payment is expensed to the income statement. At each balance sheet date, the Company revises its estimate of the number of equity instruments expected to vest as a result of the effect of non market-based vesting conditions. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to equity reserves.
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 leased asset are consumed.
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.
Other than the recognition of turnover for construction services which has been detailed under the construction contracts policy, there are no material items in the financial statements where these judgement and estimates have been made.
Other than the recognition of turnover for construction services which has been detailed under the construction contracts policy, there are no material items in the financial statements where these judgement and estimates have been made.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
There are no other key management personnel other than the directors.
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
The Finance Act 2021 was substantially enacted in May 2021 and has increased the corporation tax rate to from 19% to 25% with effect from 1 April 2023. The deferred taxation balances have been measured using the rates expected to apply in the reporting periods when the timing differences reverse.
Details of the company's subsidiaries at 31 December 2024 are as follows:
QOB Construction Limited is not included in these consolidated accounts as the company is dormant and insignificant to the group.
The loans were secured on the assets of the company.
The loans were Coronavirus Business Interruption Loans that the UK government has provided a guarantee on 80%, together with seven months of no interest charges falling in the previous accounting period.
As at 24th December 2024, the directors of QOB Interiors Limited made the decision to repay the full outstanding balance. The loan has now been fully settled and the facility closed.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
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.
The total intrinsic value at 31 December 2024 amounted to £NIL for the group and £NIL for the company.
The parent company operated an Enterprise Management Incentive (EMI) scheme for eligible employees. These options have been granted in the prior year to employees. All options have vested and been exercised in the prior years as per vesting conditions set out in share option agreement with employees.
Share premium represents any premiums received on issue of share capital.
Retained earnings includes all current and prior period retained profits less dividends paid. All balances within retained earnings are distributable reserves.
There is no ultimate controlling party for the year under review.