For the financial year ended 31 December 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

Five Rivers Environmental Contracting Limited is a private company limited by shares incorporated in England and Wales. The registered office is Suite 2 Healey House, Dene Road, Andover, Hampshire, England, SP10 2AA.

The principal place of business is: East Farm, Codford, Wiltshire, BA12 0PG

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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 £.

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The business has recognised a loss on disposal of part of the Intangible Assets held, being the LLP. Members of the partnership left the LLP during the year and prior to the end of the amortisation period, resulting in a cost of £32,491 (2023: £106,637) being recognised. true

The 2024 results also include an adjustment for director’s renumeration under the EMI Scheme in the year of (£6,519) (2023: £102,912) and an associated deferred tax charge of £nil (2023: £54,250). These options were surrendered in 2024 by the remaining directors for nil consideration, which is reflected in a transfer between reserves.

In consideration of the above, the Directors of the business are of the view that the reported year has been impacted by these adjustments, however they do not believe that future trading performance will be affected by reoccurrence.

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 other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

The company recognises revenue when:

The amount of revenue can be reliably measured;

it is probable that future economic benefits will flow to the entity;

and specific criteria have been met for each of the company's activities.

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

Contract revenue recognition

Revenue represents the value of work performed on the contracts in the year. For contracts on which revenue exceeds fees rendered, the excess is included as contract assets within gross amounts due from customers for contract work. For contracts on which fees rendered exceed revenue, the excess is included as contract liabilities within trade and other payables. The value of long term contracts is based on recoverable costs plus attributed profit. Cost is defined as staff costs and related overheads plus project expenses.

As projects reach stages where it is considered that their outcome can be reasonably foreseen, proportions of the expected total profit are brought into the financial statements. Provision is made for all known and anticipated losses.

Debtor factoring is utilised where necessary. Sales are made with a standard credit term of 30 days.

Intangible assets are accounted for under IAS 38 as FRS102 does not consider the treatment of Intellectual property. Intangible assets relating to Intellectual property acquired separately from a business are capitalised at cost where the cost of the asset can be measured reliably. After recognition, assets are carried at cost less accumulated amortisation and impairment losses.

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:

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:

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 credited or charged to profit or loss.

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.

The company enters in to basic financial instrument transactions that result in the recognition of financial assets and liabilities such as trade and other debtors and creditors as well as loans.

Recognition and measurement

These are measured at transaction price.

Impairment

For financial assets measured at fair value, the impairment loss is measured as the difference between an asset's carrying value and the anticipated recoverable value.

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.

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 company’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 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.

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Share based payments are recognised over the period for which they are expected to vest. Values are recognised based on estimates of the length of the vesting period, balance sheet date fair value of shares, the number of persons that have share based payment agreements that will be employed by the company at vesting date and the expected EBITDA upon vesting. All share based payments are equity settled.

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 balance sheet 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 leases asset are consumed.

Grants are recognised when receivable except grants in relation to fixed assets which are credited to the profit and loss account over the useful lives of the related assets.

Borrowings:

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable an similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

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

Included within the net book value of land and buildings above is £2,009 (2023 - £10,036) in respect of short leasehold land and buildings.

Creditors includes net obligations under finance lease and hire purchase contracts which are secured of £nil (2023: £4,031).

Creditors includes a loan which at the year end had a value of £234,409 (2023: £Nil) for which a director has a personal guarantee.

CBILS is denominated in £ with a nominal interest rate of 1.9%, and the final instalment was due on 9 July 2024. The carrying amount at year end is £nil (2023 - £233,333).

As standard under the CBIL scheme there was no guarantee from the UK Government.

There were options to purchase shares granted on the 23rd November 2022 that will be vested at the earlier of exit or 9 years and 9 months from the grant date.

The fair value of each share option granted was measured using the capitalisation of maintainable earnings model. The reason for choosing this model was that it was deemed an appropriate model for a company of its type and size and there was no available market value as the shares are not listed on a public market. The weighted average exercise price of the share options was £60 (2023: £110).

The options have been surrendered by the all employees in the scheme for nil consideration which has been reflected with an acceleration of recognition of the charge to the P&L in the year and cancellation of the EMI scheme. The share based payment reserve has been transferred to retained earnings upon the cancellation of the scheme.

The total expense recognised in profit or loss for the year was (£6,519) (2023 - £102,912).

The share based payment showing in equity (other reserves) at the year end was £nil (2023 - £102,912).

The amount of non-cancellable operating lease payments recognised as an expense during the year was £86,055 (2023 - £100,780).

Summary of transactions with other related parties

Associated Limited Liability Partnership

During the year the company continued business with an associated Limited liability partnership of which key management and directors are partners.

During the year the company has purchased intellectual property totalling £nil (2023: £92,523) from the LLP and this is showing as an intangible asset in the balance sheet. The company disposed of £84,520 of intellectual property during the year. The company has paid £764,122 (2023: £1,031,876) to the LLP for services of the partners to the company. The balance outstanding due to the LLP at the year-end was £414,266 (2023: £434,533).

Dividends totalling £120,000 (2023 - £165,959) were paid in the year in respect of shares held by the company's directors.