Road Maintenance Services (Holdings) Limited Group accounts (Group and Company)

COMPANY REGISTRATION NUMBER: 00437756

Road Maintenance Services (Holdings) Limited

Financial Statements

31 December 2024

Road Maintenance Services (Holdings) Limited

Financial Statements

Year ended 31 December 2024

Contents	Pages

Officers and professional advisers	1

Strategic report	2 to 3

Directors' report	4 to 5

Independent auditor's report to the members	6 to 9

Consolidated statement of comprehensive income	10

Consolidated statement of financial position	11

Company statement of financial position	12

Consolidated statement of changes in equity	13 to 14

Company statement of changes in equity	15 to 16

Consolidated statement of cash flows	17

Notes to the financial statements	18 to 30

Road Maintenance Services (Holdings) Limited

Officers and Professional Advisers

The board of directors	Stephen J Barlow
	Andrew P Holland

Company secretary	Stephen J Barlow

Registered office	Mowpen Brow
	High Legh
	Knutsford
	Cheshire
	WA16 6PB

Auditor	Champion Accountants LLP, Statutory Auditor
	Chartered Accountants & Statutory Auditor
	1 Worsley Court
	High Street
	Worsley
	Manchester
	M28 3NJ

Bankers	Lloyds TSB Bank plc
	53 King Street
	Manchester
	M2 4LQ

Road Maintenance Services (Holdings) Limited

Strategic Report

Year ended 31 December 2024

Road Maintenance Services (Holdings) Limited is a family-owned business, managed and operated by a highly experienced and professional leadership team.

Business review

The core activity of the Group is providing Low Carbon preventative maintenance solutions for highways and airfields. Operating within competitive sectors, the group faces both trading and environmental risks, detailed below.

For the year, the group achieved a turnover of £37.33m (2023: £29.61m), with an operating profit of £3.90m (2023: £1.62m). The directors consider these key financial performance indicators to be significant.

People are the foundation of our business. We strive to be an employer of choice for both current and prospective employees. As a family business, we deeply value our staff; everyone contributes to our collective success.

The professional management of HSQE and legal compliance remains a central focus. The group continues to invest in skilled professionals and advisors to ensure our performance not only meets but exceeds the high standards we have already achieved.

We are committed to making a positive environmental impact through the management of our operations and the promotion of innovative, proprietary processes aimed at reducing carbon emissions.

The group's core values are:

o High Standards of HSQE o Legal Compliance o Professionalism o Efficiency

The group's performance in 2024 showed a marked improvement to 2023 due to an improved spending pattern by Local Authority Clients, internal efficiency improvements and a developing range of services provided. The board is pleased with the financial results achieved.

Risks and uncertainties

While we view the prospects for the year ending 31 December 2025 as positive, all businesses face risks and uncertainties that could materially impact performance, causing results to deviate from expectations or historical trends. Our processes are sensitive to fluctuations in oil prices, requiring vigilant cost management. Additionally, adverse weather conditions remain a significant risk to productivity and may necessitate remedial work. The seasonal nature of our operations-primarily from March to October-requires careful cash flow management. This seasonality also dictates a blend of full-time and temporary staff, making the retention of skilled workers a key challenge. RMS has always taken a careful and strategic approach to remedial provisioning, using a well-tested system for monitoring and analysis. This robust methodology remains unchanged and is reflected in our 2024 accounts. The group maintains strong working capital levels to mitigate unexpected trading and market risks. Prudent business and financial management should ensure that our future prospects remain solid.

Outlook for 2025

In 2025, RMS will continue a comprehensive efficiency improvement programme, focusing on site operational improvements aligned with our core values. This initiative, part of a three-year improvement plan, aims to enhance efficiency across all areas of the business. We remain confident in the outlook for the coming year, thanks to the innovative and adaptive leadership of our management team. We expect the financial outlook for 2025 to be positive, with reasonable prospects for the year ahead.

This report was approved by the board of directors on 18 September 2025 and signed on behalf of the board by:

Andrew P Holland

Director

Road Maintenance Services (Holdings) Limited

Directors' Report

Year ended 31 December 2024

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

Directors

The directors who served the company during the year were as follows:

Stephen J Barlow
Andrew P Holland
Gregory W Barlow	(Resigned 22 March 2024)

Results and dividends

The results for the year are set out on page 10. Particulars of recommended dividends are detailed in note 14 to the financial statements.

Research and development

The group undertakes research and development activities in connection with its principal activity.

Disclosure of information in the strategic report

The directors have included the review of the group's business, future developments, key performance indicators and principal risk and uncertainties in the strategic report.

Directors' responsibilities statement

The directors are responsible for preparing the strategic report, directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 the company and 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 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 company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Auditor

Each of the persons who is a director at the date of approval of this report confirms that:

- so far as they are aware, there is no relevant audit information of which the group and the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the group and the company's auditor is aware of that information. A resolution to reappoint Champion Accountants LLP, Statutory Auditor as auditors will be proposed at the forthcoming Annual General Meeting.

This report was approved by the board of directors on 18 September 2025 and signed on behalf of the board by:

Andrew P Holland

Director

Road Maintenance Services (Holdings) Limited

Independent Auditor's Report to the Members of Road Maintenance Services (Holdings) Limited

Year ended 31 December 2024

Opinion

We have audited the financial statements of Road Maintenance Services (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the consolidated statement of comprehensive income, consolidated statement of financial position, company statement of financial position, consolidated statement of changes in equity, company statement of changes in equity, consolidated statement of cash flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 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; - 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 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 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.

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 report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the 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.

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 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, 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.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. As part of our planning process: - We enquired of management the systems and controls the group has in place, the areas of the financial statements that are mostly susceptible to the risk of irregularities and fraud, and whether there was any known,suspected or alleged fraud. The group did not inform us of any known, suspected or alleged fraud. - We obtained an understanding of the legal and regulatory frameworks applicable to the group. We determined that the following were most relevant: FRS 102 and Companies Act 2006. - We considered the incentives and opportunities that exist in the group, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment accordingly. - Using our knowledge of the group, together with the discussions held with the group at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment. The key procedures we undertook to detect irregularities including fraud during the course of the audit included: - Identifying and testing journal entries and the overall accounting records, in particular those that were significant and unusual. - Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied. - Reviewing and challenging the assumptions and judgements used by management in their significant accounting estimates, in particular in relation to depreciation and cut-off. - Assessing the extent of compliance, or lack of, with the relevant laws and regulations. - Testing key revenue lines, in particular cut-off, for evidence of management bias. - Performing a physical verification of key assets including stocktake attendance. - Obtaining third-party confirmation of material bank balances. - Documenting and verifying all significant related party balances and transactions. There are inherent limitations in the audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. The risk of not detecting a material misstatement resulting from fraud is higher than one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. 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.

Gary Woodall FCCA

(Senior Statutory Auditor)

For and on behalf of

Champion Accountants LLP, Statutory Auditor

Chartered Accountants & Statutory Auditor

1 Worsley Court

High Street

Worsley

Manchester

M28 3NJ

18 September 2025

Road Maintenance Services (Holdings) Limited

Consolidated Statement of Comprehensive Income

Year ended 31 December 2024

		2024	2023
Note		£	£
Turnover	4	37,328,463	29,614,887

Cost of sales	( 28,294,346)	( 23,485,754)
	-------------	-------------
Gross profit	9,034,117	6,129,133

Administrative expenses		( 5,140,724)	( 4,515,172)
Other operating income	5	3,532	5,988
		------------	------------
Operating profit	6	3,896,925	1,619,949

Income from other fixed asset investments	10	34,906	–
Other interest receivable and similar income	11	446,988	289,124
Interest payable and similar expenses	12	( 32,909)	( 45,108)
		------------	------------
Profit before taxation		4,345,910	1,863,965

Tax on profit	13	( 1,225,658)	( 416,741)
		------------	------------
Profit for the financial year		3,120,252	1,447,224
		------------	------------

Revaluation of tangible assets	305,730	( 225,613)
Reclassification from revaluation reserve to profit and loss account	(33,661)	–
	---------	---------
Other comprehensive income for the year	272,069	( 225,613)
	------------	------------
Total comprehensive income for the year	3,392,321	1,221,611
	------------	------------

All the activities of the group are from continuing operations.

Road Maintenance Services (Holdings) Limited

Consolidated Statement of Financial Position

31 December 2024

	2024	2023
Note	£	£

Fixed assets

Tangible assets	16	10,209,259	9,475,472
Investments	17	–	37,744
		-------------	------------
		10,209,259	9,513,216

Current assets

Stocks	19	2,092,913	1,599,892
Debtors	20	3,258,587	1,432,698
Cash at bank and in hand		16,615,441	17,834,459
		-------------	-------------
		21,966,941	20,867,049

Creditors: amounts falling due within one year	21	7,275,521		6,864,035
		-------------		-------------
Net current assets			14,691,420	14,003,014
			-------------	-------------
Total assets less current liabilities			24,900,679	23,516,230

Creditors: amounts falling due after more than one year	22		271,865	487,503

Provisions

Deferred taxation	24	1,704,485	1,526,584
		-------------	-------------
Net assets		22,924,329	21,502,143
		-------------	-------------

Capital and reserves

Called up share capital	27	4,102	4,302
Share premium account	28	1,200	1,200
Revaluation reserve	28	4,872,439	4,582,792
Capital redemption reserve	28	1,697	1,497
Profit and loss account	28	18,044,891	16,912,352
		-------------	-------------
Shareholders funds		22,924,329	21,502,143
		-------------	-------------

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

These financial statements were approved by the board of directors and authorised for issue on 18 September 2025 , and are signed on behalf of the board by:

Andrew P Holland

Director

Company registration number: 00437756

Road Maintenance Services (Holdings) Limited

Company Statement of Financial Position

31 December 2024

	2024	2023
Note	£	£

Fixed assets

Tangible assets	16	10,209,259	9,475,472
Investments	17	200	200
		-------------	------------
		10,209,459	9,475,672

Current assets

Debtors	20	54,658	1,496,383
Cash at bank and in hand		13,918,017	10,506,631
		-------------	-------------
		13,972,675	12,003,014

Creditors: amounts falling due within one year	21	13,450,785		10,100,542
		-------------		-------------
Net current assets			521,890	1,902,472
			-------------	-------------
Total assets less current liabilities			10,731,349	11,378,144

Creditors: amounts falling due after more than one year	22		271,865	487,503

Provisions

Deferred taxation	24	1,715,934	1,520,223
		-------------	-------------
Net assets		8,743,550	9,370,418
		-------------	-------------

Capital and reserves

Called up share capital	27	4,102	4,302
Share premium account	28	1,200	1,200
Revaluation reserve	28	4,872,439	4,557,012
Capital redemption reserve	28	1,697	1,497
Profit and loss account	28	3,864,112	4,806,407
		------------	------------
Shareholders funds		8,743,550	9,370,418
		------------	------------

The profit for the financial year of the parent company was £ 1,045,418 (2023: £ 1,556,303 ).

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

These financial statements were approved by the board of directors and authorised for issue on 18 September 2025 , and are signed on behalf of the board by:

Andrew P Holland

Director

Company registration number: 00437756

Road Maintenance Services (Holdings) Limited

Consolidated Statement of Changes in Equity

Year ended 31 December 2024

			Called up share capital	Share premium account	Revaluation reserve	Capital redemption reserve	Profit and loss account	Total
Note			£	£	£	£	£	£
At 1 January 2023			4,302	1,200	4,816,020	1,497	15,844,693	20,667,712

Profit for the year							1,447,224	1,447,224
Other comprehensive income for the year:
	Revaluation of tangible assets	16	–	–	( 225,613)	–	–	( 225,613)
	Reclassification from revaluation reserve to profit and loss account		–	–	(7,615)	–	7,615	–
			-------	-------	------------	-------	-------------	-------------
Total comprehensive income for the year			–	–	( 233,228)	–	1,454,839	1,221,611

Dividends paid and payable		14	–	–	–	–	( 387,180)	( 387,180)
			-------	-------	------------	-------	-------------	-------------
Total investments by and distributions to owners			–	–	–	–	( 387,180)	( 387,180)

At 31 December 2023			4,302	1,200	4,582,792	1,497	16,912,352	21,502,143

Profit for the year							3,120,252	3,120,252
Other comprehensive income for the year:
	Revaluation of tangible assets	16	–	–	305,730	–	–	305,730
	Reclassification from revaluation reserve to profit and loss account		–	–	(16,083)	–	(17,578)	(33,661)
			-------	-------	------------	-------	-------------	-------------
Total comprehensive income for the year			–	–	289,647	–	3,102,674	3,392,321

Road Maintenance Services (Holdings) Limited

Consolidated Statement of Changes in Equity (continued)

Year ended 31 December 2024

		Called up share capital	Share premium account	Revaluation reserve	Capital redemption reserve	Profit and loss account	Total
Note		£	£	£	£	£	£
Dividends paid and payable	14	–	–	–	–	( 369,180)	( 369,180)
Cancellation of subscribed capital		( 200)	–	–	–	–	( 200)
Redemption of shares		–	–	–	200	( 1,600,955)	( 1,600,755)
		----	----	----	----	------------	------------
Total investments by and distributions to owners		( 200)	–	–	200	( 1,970,135)	( 1,970,135)

		-------	-------	------------	-------	-------------	-------------
At 31 December 2024		4,102	1,200	4,872,439	1,697	18,044,891	22,924,329
		-------	-------	------------	-------	-------------	-------------

Road Maintenance Services (Holdings) Limited

Company Statement of Changes in Equity

Year ended 31 December 2024

			Called up share capital	Share premium account	Revaluation reserve	Capital redemption reserve	Profit and loss account	Total
Note			£	£	£	£	£	£
At 1 January 2023			4,302	1,200	4,785,524	1,497	3,634,385	8,426,908

Profit for the year							1,556,303	1,556,303
Other comprehensive income for the year:
	Revaluation of tangible assets	16	–	–	( 225,613)	–	–	( 225,613)
	Reclassification from revaluation reserve to profit and loss account		–	–	(2,899)	–	2,899	–
			-------	-------	------------	-------	------------	------------
Total comprehensive income for the year			–	–	( 228,512)	–	1,559,202	1,330,690

Dividends paid and payable		14	–	–	–	–	( 387,180)	( 387,180)
			-------	-------	------------	-------	------------	------------
Total investments by and distributions to owners			–	–	–	–	( 387,180)	( 387,180)

At 31 December 2023			4,302	1,200	4,557,012	1,497	4,806,407	9,370,418

Profit for the year							1,045,418	1,045,418
Other comprehensive income for the year:
	Revaluation of tangible assets	16	–	–	305,730	–	–	305,730
	Reclassification from revaluation reserve to profit and loss account		–	–	9,697	–	(17,578)	(7,881)
			-------	-------	------------	-------	------------	------------
Total comprehensive income for the year			–	–	315,427	–	1,027,840	1,343,267

Road Maintenance Services (Holdings) Limited

Company Statement of Changes in Equity (continued)

Year ended 31 December 2024

		Called up share capital	Share premium account	Revaluation reserve	Capital redemption reserve	Profit and loss account	Total
Note		£	£	£	£	£	£
Dividends paid and payable	14	–	–	–	–	( 369,180)	( 369,180)
Cancellation of subscribed capital		( 200)	–	–	–	–	( 200)
Redemption of shares		–	–	–	200	( 1,600,955)	( 1,600,755)
		----	----	----	----	------------	------------
Total investments by and distributions to owners		( 200)	–	–	200	( 1,970,135)	( 1,970,135)

		-------	-------	------------	-------	------------	------------
At 31 December 2024		4,102	1,200	4,872,439	1,697	3,864,112	8,743,550
		-------	-------	------------	-------	------------	------------

Road Maintenance Services (Holdings) Limited

Consolidated Statement of Cash Flows

Year ended 31 December 2024

	2024	2023
	£	£

Cash flows from operating activities

Profit for the financial year	3,120,252	1,447,224

Adjustments for:
Depreciation of tangible assets	1,206,774	1,122,388
Unrealised gain/(loss) on financial assets and investments at fair value through profit or loss	–	8,447
Income from other fixed asset investments	( 34,906)	–
Other interest receivable and similar income	( 446,988)	( 289,124)
Interest payable and similar expenses	32,909	45,108
Loss/(gains) on disposal of tangible assets	17,003	( 222,598)
Tax on profit	1,225,658	416,741
Accrued expenses/(income)	12,801	( 453,920)

Changes in:
Stocks	( 493,021)	( 106,002)
Trade and other debtors	( 1,825,889)	677,391
Trade and other creditors	( 51,876)	254,484
	------------	------------
Cash generated from operations	2,762,717	2,900,139

Interest paid	( 32,909)	( 45,108)
Interest received	446,988	289,124
Tax paid	( 562,892)	( 939,109)
	------------	------------
Net cash from operating activities	2,613,904	2,205,046
	------------	------------

Cash flows from investing activities

Purchase of tangible assets	( 1,635,238)	( 1,487,901)
Proceeds from sale of tangible assets	24,570	225,106
Proceeds from sale of other investments	39,906	–
	------------	------------
Net cash used in investing activities	( 1,570,762)	( 1,262,795)
	------------	------------

Cash flows from financing activities

Purchase of own shares	( 1,600,955)	–
Payments of finance lease liabilities	( 309,603)	( 68,413)
Dividends paid	( 369,180)	( 387,180)
Revaluation of cash equivalents	17,578	( 2,899)
	------------	------------
Net cash used in financing activities	( 2,262,160)	( 458,492)
	------------	------------

Net (decrease)/increase in cash and cash equivalents	( 1,219,018)	483,759
Cash and cash equivalents at beginning of year	17,834,459	17,350,700
	-------------	-------------
Cash and cash equivalents at end of year	16,615,441	17,834,459
	-------------	-------------

Road Maintenance Services (Holdings) Limited

Notes to the Financial Statements

Year ended 31 December 2024

1. General information

Road Maintenance Services (Holdings) Limited ("the company") is a private company limited by shares, registered in England and Wales. The address of the registered office is Mowpen Brow, High Legh, Knutsford, Cheshire, WA16 6PB. The group consists of Road Maintenance Services (Holdings) Limited and all of its subsidiaries.

2. Statement of compliance

These financial statements have been prepared in compliance with FRS102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006.

3. Accounting policies

Basis of preparation

The financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain fixed assets and by the revaluation of certain financial assets and liabilities measured at fair value through profit or loss. The financial statements are prepared in sterling, which is the functional currency of the entity. Monetary amounts in these financial statements are rounded to the nearest £.

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group and company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Disclosure exemptions

The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102: (a) Disclosures in respect of each class of share capital have not been presented. (b) No cash flow statement has been presented for the company. (c) Disclosures in respect of financial instruments have not been presented.

Consolidation

The group's consolidated financial statements consolidate the financial statements of the parent company and all its group subsidiaries as at 31 December 2024. All subsidiaries have a reporting date of 31 December. All transactions and balances between group companies are eliminated on consolidation, including unrealised gains and losses on transactions between group companies. Amounts reported in the financial statements of subsidiaries have been adjusted, where necessary, to ensure consistency with the accounting policies adopted by the group. As a consolidated group statement of comprehensive income is published, a separate statement of comprehensive income for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.

Judgements and key sources of estimation uncertainty

Remedial provision In preparing these financial statements, the directors have made significant judgements in estimating the remedials provision required for ongoing and completed contracts. This provision is calculated by management for each contract based on their assessment of the total area, measured in square metres, that is expected to require remedial work. The estimated cost per square metre for such treatment is then applied to determine the total estimated remedial cost. This assessment involves a detailed review of the contracts, considering historical experience, current project conditions, and any specific contractual obligations. Given the inherent uncertainties in estimating the extent of remedial work and the associated costs, the actual outcomes may differ from these estimates. The remedials provision is reviewed regularly and adjusted where necessary to reflect the most current information available. The remedial provision at 31 December 2024 was £3,880,908. Asset revaluations The directors reassessed the carrying values of all tangible fixed assets based on capital value. As a result the values of plant and machinery was adjusted and the net uplift in values taken to revaluation reserve. The directors also assessed the depreciation rates applicable to tangible fixed assets and amended them as appropriate. The directors will consider the valuations of assets annually and make adjustments thereto as appropriate. The carrying value of the revalued plant and machinery at 31 December 2024 was £7,719,022 (2023: £7,376,633). Further details are included in note 16.

Revenue recognition

Turnover is measured 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 other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. Revenue from a contract to provide services is recognised by reference to the stage of completion of the contract. The stage of completion of the contract is determined by reference to the square metres worked as a proportion of total contract meterage to be worked at the reporting date. Dividend income from investments is recognised when the shareholder's right to receive payment has been established. Interest income is recognised when it is probable that the economic benefits will flow to the company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and the effective interest rate applicable.

Income tax

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

Goodwill

Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the company's interest in the net amount of the identifiable assets, liabilities and contingent liabilities of the acquired business. Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight-line basis over its useful life. Where a reliable estimate of the useful life of goodwill or intangible assets cannot be made, the life is presumed not to exceed ten years.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

	Goodwill	-	10% straight line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

Freehold land and buildings	-	straight line over fifty years
Plant and machinery	-	10% - 25% reducing balance
Fixtures, fittings and equipment	-	25% straight line
Motor vehicles	-	20% reducing balance

Freehold improvements - straight line over 4 years

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Listed investments are measured at fair value with changes being recognised initially in the profit and loss account and then transferred to the revaluation reserve as the change in fair value is not distributable until realised.

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition.

Finance leases and hire purchase contracts

Assets held under finance leases and hire purchase contracts are recognised in the statement of financial position as assets and liabilities at the lower of the fair value of the assets and the present value of the minimum lease payments, which is determined at the inception of the lease term. Any initial direct costs of the lease are added to the amount recognised as an asset. Lease payments are apportioned between the finance charges and reduction of the outstanding lease liability using the effective interest method. Finance charges are allocated to each period so as to produce a constant rate of interest on the remaining balance of the liability.

Provisions

Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense. Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset.

Pension plans

Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund.

4. Turnover

Turnover arises from:

	2024	2023
	£	£
Road resurfacing services	37,328,463	29,614,887
	-------------	-------------

The whole of the turnover is attributable to the principal activity of the group wholly undertaken in the United Kingdom.

5. Other operating income

	2024	2023
	£	£
Other operating income	3,532	5,988
	-------	-------

6. Operating profit

Operating profit or loss is stated after charging/crediting:

	2024	2023
	£	£
Depreciation of tangible assets	1,206,774	1,122,388
Loss/(gains) on disposal of tangible assets	17,003	( 222,598)
Impairment of trade debtors	25,000	–
Fair value adjustments to investments	–	5,548
Revaluation of cash equivalents	( 17,578)	2,899
	------------	------------

Included in the depreciation charge above, the amount that relates to assets held under finance lease and hire purchase is £127,000, (2023: £237,108).

7. Auditor's remuneration

	2024	2023
	£	£
Fees payable for the audit of the financial statements	17,000	20,000
	--------	--------

8. Staff costs

The average number of persons employed by the group during the year, including the directors, amounted to:

	2024	2023
	No.	No.
Administrative staff	43	41
Management staff	5	7
Contracting staff	87	79
	----	----
	135	127
	----	----

The aggregate payroll costs incurred during the year, relating to the above, were:

	2024	2023
	£	£
Wages and salaries	8,012,117	7,377,055
Social security costs	924,407	843,209
Other pension costs	232,751	242,853
	------------	------------
	9,169,275	8,463,117
	------------	------------

9. Directors' remuneration

The directors' aggregate remuneration in respect of qualifying services was:

	2024	2023
	£	£
Remuneration	534,980	625,408
Company contributions to defined contribution pension plans	5,000	8,333
	---------	---------
	539,980	633,741
	---------	---------

The number of directors who accrued benefits under company pension plans was as follows:

	2024	2023
	No.	No.
Defined contribution plans	1	2
	----	----

Remuneration of the highest paid director in respect of qualifying services:

	2024	2023
	£	£
Aggregate remuneration	361,102	361,602
Company contributions to defined contribution pension plans	5,000	5,000
	---------	---------
	366,102	366,602
	---------	---------

10. Income from other fixed asset investments

	2024	2023
	£	£
Profit on disposal of investments	34,906	–
	--------	----

11. Other interest receivable and similar income

	2024	2023
	£	£
Interest on cash and cash equivalents	446,988	289,124
	---------	---------

12. Interest payable and similar expenses

	2024	2023
	£	£
Interest on obligations under finance leases and hire purchase contracts	32,909	36,143
Other interest payable and similar charges	–	8,965
	--------	--------
	32,909	45,108
	--------	--------

13. Tax on profit

Major components of tax expense

	2024	2023
	£	£

Current tax:

UK current tax expense	1,107,419	447,502
Adjustments in respect of prior periods	(1)	–
	------------	---------
Total current tax	1,107,418	447,502
	------------	---------

Deferred tax:

Origination and reversal of timing differences	118,240	( 30,761)
	------------	---------
Tax on profit	1,225,658	416,741
	------------	---------

Reconciliation of tax expense

The tax assessed on the profit on ordinary activities for the year is higher than (2023: lower than) the standard rate of corporation tax in the UK of 25 % (2023: 23.52 %).

	2024	2023
	£	£
Profit on ordinary activities before taxation	4,345,910	1,863,965
	------------	------------
Profit on ordinary activities by rate of tax	1,086,478	438,405
Adjustment to tax charge in respect of prior periods	175,624	–
Effect of expenses not deductible for tax purposes	32,916	27,170
Effect of different UK tax rates on some earnings	–	10
Non taxable income	( 2,104)	( 1,407)
Effect of change in rate for deferred tax	–	( 1,771)
Unequalised movement on deferred tax	( 67,256)	( 45,666)
	------------	------------
Tax on profit	1,225,658	416,741
	------------	------------

14. Results and dividends

Dividends paid during the year (excluding those for which a liability existed at the end of the prior year):

	2024	2023
	£	£
Dividends on ordinary shares	369,180	387,180
	---------	---------

15. Intangible assets

Group	Goodwill	Other intangible assets
	£	£
Cost
At 1 January 2024 and 31 December 2024	35,000	–
	--------	----
Amortisation
At 1 January 2024 and 31 December 2024	35,000	–
	--------	----
Carrying amount
At 1 January 2024 and 31 December 2024	–	–
	--------	----
At 31 December 2023	–	–
	--------	----

The company has no intangible assets.

16. Tangible assets

Group and company	Land and buildings	Plant and machinery	Fixtures and fittings	Motor vehicles	Total
	£	£	£	£	£
Cost or valuation
At 1 January 2024	2,096,580	10,391,005	253,846	569,411	13,310,842
Additions	121,907	1,419,370	8,861	85,100	1,635,238
Disposals	–	( 66,650)	–	( 29,690)	( 96,340)
Revaluations	372,355	–	–	–	372,355
	------------	-------------	---------	---------	-------------
At 31 December 2024	2,590,842	11,743,725	262,707	624,821	15,222,095
	------------	-------------	---------	---------	-------------
Depreciation
At 1 January 2024	370,047	3,014,372	215,749	235,202	3,835,370
Charge for the year	105,855	1,016,782	13,185	70,952	1,206,774
Disposals	–	( 6,451)	–	( 22,857)	( 29,308)
	------------	-------------	---------	---------	-------------
At 31 December 2024	475,902	4,024,703	228,934	283,297	5,012,836
	------------	-------------	---------	---------	-------------
Carrying amount
At 31 December 2024	2,114,940	7,719,022	33,773	341,524	10,209,259
	------------	-------------	---------	---------	-------------
At 31 December 2023	1,726,533	7,376,633	38,097	334,209	9,475,472
	------------	-------------	---------	---------	-------------

Tangible assets held at valuation

Tangible fixed assets held at valuation. The freehold land and buildings were revalued in August 2024 at £2.1 million following an external valuation undertaken by Morgan Williams Commercial LLP. The directors have appraised the carrying value of the company's tangible fixed assets as at 31 December 2024. These values have been assessed taking into account estimated replacement costs and current trading values for similar assets. They consider the values shown to be the fair capital value of the assets as at that date.

Finance leases and hire purchase contracts

Included within the carrying value of tangible assets are the following amounts relating to assets held under finance leases or hire purchase agreements:

Group and company	Plant and machinery
	£
At 31 December 2024	680,369
	---------
At 31 December 2023	1,157,819
	------------

17. Investments

Group	Other investments other than loans
	£
Cost
At 1 January 2024	37,744
Disposals	( 39,906)
Revaluations	2,162
	--------
At 31 December 2024	–
	--------
Impairment
At 1 January 2024 and 31 December 2024	–
	--------

Carrying amount
At 31 December 2024	–
	--------
At 31 December 2023	37,744
	--------

Company	Shares in group undertakings
	£
Cost
At 1 January 2024 and 31 December 2024	200
	----
Impairment
At 1 January 2024 and 31 December 2024	–
	----

Carrying amount
At 1 January 2024 and 31 December 2024	200
	----
At 31 December 2023	200
	----

The market value of the listed investments at 31 December 2024 was £Nil (2023 £37,744)

Subsidiaries, associates and other investments

Details of the investments in which the group and the parent company have an interest of 20% or more are as follows:

	Class of share	Percentage of shares held
Subsidiary undertakings
Road Maintenance Services Limited	Ordinary	100
Road Maintenance Services (Preservations) Limited	Ordinary	100

18. Registered office address of subsidiaries

The registered office of the subsidiaries is the same as the holding company's disclosed in Note 1.

19. Stocks

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Raw materials and consumables	2,092,913	1,599,892	–	–
	------------	------------	----	----

20. Debtors

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Trade debtors	3,203,929	1,317,480	–	–
Amounts owed by group undertakings	–	–	–	1,414,900
Prepayments and accrued income	54,658	81,483	54,658	81,483
Other debtors	–	33,735	–	–
	------------	------------	--------	------------
	3,258,587	1,432,698	54,658	1,496,383
	------------	------------	--------	------------

21. Creditors: amounts falling due within one year

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Trade creditors	1,324,325	1,447,001	–	23,330
Amounts owed to group undertakings	–	–	13,016,396	9,536,095
Accruals and deferred income	4,529,817	4,517,016	10,000	61,433
Corporation tax	886,873	342,347	183,404	142,148
Social security and other taxes	318,874	248,074	25,353	27,939
Obligations under finance leases and hire purchase contracts	215,632	309,597	215,632	309,597
	------------	------------	-------------	-------------
	7,275,521	6,864,035	13,450,785	10,100,542
	------------	------------	-------------	-------------

22. Creditors: amounts falling due after more than one year

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Obligations under finance leases and hire purchase contracts	271,865	487,503	271,865	487,503
	---------	---------	---------	---------

23. Finance leases and hire purchase contracts

The total future minimum lease payments under finance leases and hire purchase contracts are as follows:

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Not later than 1 year	215,632	309,597	215,632	309,597
Later than 1 year and not later than 5 years	271,865	487,503	271,865	487,503
	---------	---------	---------	---------
	487,497	797,100	487,497	797,100
	---------	---------	---------	---------

The hire purchase creditor represents vehicles, plant and machinery acquired under finance lease arrangements. Interest is payable as part of the monthly repayments at various rates between 0% and 3%. Finance lease and hire purchase creditors are secured on the assets to which the debt relates. Where the company also has the option to acquire these assets at the end of the respective lease terms it intends to exercise the option.

24. Provisions

Group	Deferred tax (note 25)
	£
At 1 January 2024	1,526,584
Additions	177,901
	------------
At 31 December 2024	1,704,485
	------------

Company	Deferred tax (note 25)
	£
At 1 January 2024	1,520,223
Additions	195,711
	------------
At 31 December 2024	1,715,934
	------------

25. Deferred tax

The deferred tax included in the statement of financial position is as follows:

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Included in provisions (note 24)	1,704,485	1,526,584	1,715,934	1,520,223
	------------	------------	------------	------------

The deferred tax account consists of the tax effect of timing differences in respect of:

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Accelerated capital allowances	1,609,849	1,479,513	1,609,849	1,479,513
Revaluation of tangible assets	108,585	41,960	108,585	41,960
Other revaluations	–	6,965	–	–
Deferred tax - other timing differences	( 13,949)	( 1,854)	( 2,500)	( 1,250)
	------------	------------	------------	------------
	1,704,485	1,526,584	1,715,934	1,520,223
	------------	------------	------------	------------

26. Employee benefits

Pension plans

The amount recognised in profit or loss as an expense in relation to defined contribution plans was £ 232,751 (2023: £ 242,853 ).

27. Called up share capital

Issued, called up and fully paid

	2024		2023
	No.	£	No.	£
Ordinary shares of £ 1 each	4,102	4,102	4,302	4,302
	-------	-------	-------	-------

28. Reserves

Share premium account - This reserve records the amount above the nominal value received for shares sold, less transaction costs. Revaluation reserves - This reserve records the revaluation of tangible fixed assets recognised in other comprehensive income and accumulated in equity as well as the value of investment and cash equivalents revaluation movements on investments and cash equivalents recognised initially in the profit and loss account and then transferred to this non distributable reserve. Deferred tax is calculated on revaluation reserve movements. The movements on the reserve in the current year are set out below:

		2024
		£
	Opening balance at 1 January 2024	4,582,792
	Movement in year	349,308
	Deferred tax movement	(59,661)
		------------
	Closing balance at 31 December 2024	4,872,439
		------------

Capital redemption reserve - This reserve records the nominal value of shares repurchased by the company. Profit and loss account - This reserve records retained earnings and accumulated losses.

29. Analysis of changes in net debt

	At 1 Jan 2024	Cash flows	At 31 Dec 2024
	£	£	£
Cash at bank and in hand	17,834,459	(1,219,018)	16,615,441
Debt due within one year	(309,597)	93,965	(215,632)
Debt due after one year	(487,503)	215,638	(271,865)
	-------------	------------	-------------
	17,037,359	( 909,415)	16,127,944
	-------------	------------	-------------

Road Maintenance Services (Holdings) Limited

Notes to the Financial Statements (continued)

Year ended 31 December 2024

30. Related party transactions

Company

Dividends totalling £369,180 were paid to the directors and close family members during the year (2023 - £387,180).