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Registration number: 10210711

The Thirdway Group Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2024

Brebners
Chartered Accountants & Statutory Auditor
130 Shaftesbury Avenue
London
W1D 5AR

 

The Thirdway Group Limited

Contents

Company Information

1

Strategic Report

2 to 7

Directors' Report

8

Statement of Directors' Responsibilities

9

Independent Auditor's Report

10 to 13

Statement of Income and Retained Earnings

14

Statement of Financial Position

15

Notes to the Financial Statements

16 to 25

 

The Thirdway Group Limited

Company Information

Directors

B J P Gillam

M J Booth

Registered office

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Auditor

Brebners
Chartered Accountants & Statutory Auditor
130 Shaftesbury Avenue
London
W1D 5AR

 

The Thirdway Group Limited

Strategic Report for the Year Ended 31 December 2024

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

Summary and Principal Activity

The principal activity of the company during the year was that of an investment holding company together with a technology-based resource within the property industry. Its subsidiaries are principally engaged in the provision of interior design and build services, architecture, the supply of office furniture and the development and management of commercial property.

The subsidiary companies of The Thirdway Group Limited continue to provide a unique offering to the market with a collection of services for commercial property stakeholders that ensures a more seamless, consolidated and collaborative experience. The core subsidiaries that are continuing, which will be collectively be referred to as 'Thirdway' in this report, include:

• Thirdway Interiors Limited which provides commercial design, build and fit out services and which benefits from the synergy with the other continuing subsidiaries;

• Tribe Furniture Limited which is principally engaged with the supply of office furniture;

• Thirdway Architecture Limited (branded as Anomaly) which is principally engaged in the provision of architectural and consultancy services;

• Thirdway TX Limited which is an experiential building marketing service working in conjunction with our property agent and property owner connections, helping landlords lease space sooner;

• Thirdway Pulse Limited which is a managed office service which can provide tenants flexible use of office space with none of the pitfalls while offering landlords a good source of income for their properties;

• IV Real Estate Limited which is principally engaged in the development and management of commercial property.

2024 was a year in which the business continued to focus on its target customer segments and as a result delivered significantly improved results compared to 2023. In addition, the cost management initiatives put in place in late 2023 continued into 2024 to deliver overall overhead efficiencies. The combination of growth in turnover and gross profit together with a reduction in overheads has resulted in much improved profitability in 2024.

Thirdway continued to invest heavily in improving the quality of its team through continued training and also by searching for key contributors to take on important leadership roles. Further important senior hires were made in 2024.

Clients frequently utilise a combination of Thirdway's various entities depending on their specific project requirements. For example, an end-to-end service may include the appointment of Thirdway Architecture, Thirdway Interiors and Tribe Furniture.

The Directors believe the pipeline for 2025 shows that Thirdway's revenue is likely to grow and demand in the market remains substantial.

 

The Thirdway Group Limited

Strategic Report for the Year Ended 31 December 2024

Fair review of the business

The continuing businesses have performed to an acceptable level in 2024, despite facing a highly competitive marketplace.

Thirdway continued to safely deliver high quality projects to both our landlord and tenant clients whilst following strict Government guidelines.

Thirdway's revenue remained significant because of:

• The continued strong reputation and brand of the group.

• The benefit of retaining specialist teams, focusing on customer segments, which allowed us to focus on the market segments in which we are best positioned to be successful;

• The continued investment in the training and development of our team;

• Reduced distraction from non-core business activities allowing further improved focus on continuing entities.

Thirdway's operating profit increased as a result of greater success in generating revenue coupled with a disciplined approach to driving up gross margin and good control of overheads.

The market remains highly competitive. Director expectation is that the commercial design and build market will continue to demonstrate significant market demand within London and the UK more generally. The directors are confident the pipeline for 2025 demonstrates that revenue will continue to remain strong and healthy due to the successful portfolio built and number of partnerships formed with repeat customers.

Thirdway employees remain highly sought after and remain at the core of our success. They continue to deliver outstanding, high-quality work with diligence and professionalism.

Thirdway maintains a healthy distribution of work from a number of sources, which include repeat business, agent relationships, property investors, project managers and direct recommendations, as well as an increased drive on lead generation through digital and traditional marketing campaigns. Excellent delivery continues to drive additional repeat business.

Given the nature of the business, the company itself has no turnover, only generating income from management charges and dividends receivable from its trading subsidiaries, and also has minimal ongoing expenditure.

At 31 December 2024 the company had a deficiency in net assets of £8,566,099, with £10,464,279 due to the company's trading subsidiaries.

 

The Thirdway Group Limited

Strategic Report for the Year Ended 31 December 2024

Financial Instruments, Principal Risks and Uncertainties

Competitive risk

Thirdway operates in competitive markets and has a number of key competitors. Thirdway manages this risk by providing high quality designs to its clients at competitive prices. We place a large emphasis on building long lasting relationships, with both our customers, as well as our supplier base. We believe that the quality of our work also stands us in great stead when facing a highly competitive market.

Market risk

The market is subject to fluctuations due to wider economic factors that affect demand for office space and related design and build services. Thirdway manages this risk by periodically reviewing:

a) its current cost base to ensure it is appropriate to current market volumes; and
b) the level of appeal and marketability of its current market offering to ensure it is appropriate and kept up to date to meet current market requirements.

Credit risk and financial instruments

Thirdway may offer credit terms to its customers which allow payment of the debt after delivery of the goods or services. Thirdway is at risk to the extent that a customer may be unable to pay the debt on the specified due date. This risk is mitigated by maintaining strong on-going customer relationships and closely monitoring outstanding debts from all sources.

Thirdway's exposure to exchange risk is minimal as the majority of sales and purchases contracted are in Sterling. Thirdway uses cash and no other financial instruments. The company had no hedging arrangements at 31 December 2024.

Liquidity risk

Thirdway's objective in managing liquidity risk is to ensure that it can meet its financial obligations as and when they fall due. Thirdway runs monthly cash flow forecasts to ensure that liquidity is maintained and adjusts its cost base as needed to do so. Thirdway maintains a positive cash balance at all times and while there is an overdraft facility available, this has not been utilised during the period and the company does not currently forecast that this will be required in the future.

Health and Safety risk

Thirdway performs large scale property fit out works that carry significant health and safety risks to employees, clients and contractors unless carried out in a safe manner. Thirdway employs a dedicated Health and Safety Director who reports to the board and regularly reviews health and safety policies and practices to ensure they adequately address the risks faced. Staff members receive regular health and safety training and risk assessments are conducted as needed for work conducted by staff members and contractors.

Contract risk

Thirdway takes on risks in relation to potential cost over runs on new design and build projects and in relation to potential late delivery. Thirdway operates a strict governance procedure which ensures that all risk is considered and mitigated. The procedure includes internal senior leadership and in-house legal team sign off on all new customer contracts to ensure that they are priced appropriately, that delivery timescales are realistic and that risk is mitigated by back to backing of associated risks with sub-contractors.

 

The Thirdway Group Limited

Strategic Report for the Year Ended 31 December 2024

Research and Development

Thirdway continues to undertake research and development in order to improve and diversify its service offering.

Future Prospects and Subsequent Events

Thirdway continues to be well positioned as a leader in its target market. The Directors do not anticipate any changes in Thirdway’s principal activities but will continue to ensure its services meet market needs.

The directors are confident the pipeline for 2025 demonstrates that revenue will continue to remain strong and healthy due to the successful portfolio built and number of partnerships formed. It is expected that the commercial design and build market will continue to show significant demand as employers re-work their office spaces following a couple of years of lower use, and the continuing evolution of how office space is and can be used by our clients.

The trading subsidiaries will continue to co-operate with each other where there are good synergies that enable improved service offerings to clients.

Streamlined energy and carbon reporting

The Thirdway Group Limited is an investment holding company, therefore the company did not utilise any energy and there were no associated greenhouse gas emissions from the company’s energy use during the years ended 31 December 2024 and 31 December 2023. The company’s energy use and emissions have been calculated in accordance with the GHG Protocol Corporate Standard.

The company did not undertake any energy efficiency actions during the year.

Section 172(1) statement

The Companies (Miscellaneous Reporting) Regulations 2018 require Directors to explain how they considered the interest of key stakeholders as set out in section 172(1) (A) to (F) of the Companies Act 2006 when performing their duty to promote the success of the company. The following paragraphs summarise how the Directors fulfil their duties.

Long term decision making

With a highly competitive and evolving market, it has remained necessary for Thirdway to quickly adapt to the rapidly changing landscape. The business has retained identified key talent, but also sought to further strengthen our staff base across the business, particularly at the senior management level.

Sustainability is also considered key to long term decision making and the sustainability lead has continued to work across Thirdway and with clients to ensure that this is properly addressed.

Thirdway has a number of long-standing client relationships and continues to invest resources in maintaining and improving those relationships.

Thirdway continued to work with a number of experienced Board advisers who have strong experience of organically growing revenues and profits to help set strategy and improve governance to promote Thirdway's long-term success.

 

The Thirdway Group Limited

Strategic Report for the Year Ended 31 December 2024

Looking after people

Thirdway worked hard on ensuring our roster for staff are the best possible, with continued significant investment in staff development activities. The company hired in new areas which present opportunities for growth as well as promoting from within. In addition, new appointments strengthened senior leadership across 2024 and into 2025 across all areas of the business.

Continuing the sense of community and family remains a key part of the strategy helping retain our market leading team. The company also sets out to be an employer of choice through its inclusive culture, open communication and by providing strong employee benefits.

The health, safety and wellbeing of staff remained critical and investment was made to ensure each member of the team received the support they needed. Additionally, there has been a significant drive to enhance the safety, and physical and mental wellbeing of site personnel. Industry leading and externally verified accreditations, including Constructionline Gold status and SafeContractor SSIP, were achieved by demonstrating a drive to go above and beyond in safety, health and social values.

Fostering relationships with suppliers, customers and others

Thirdway also recognised the need to work with and support suppliers and leveraged strong relationships with the local businesses that provide services for us, looked to understand their needs and how we could support them. Thirdway continued to invest heavily in its account management team to ensure that customer needs were understood and met and restructured internally to ensure a better focus on each customer grouping.

Thirdway’s impact on the community and the environment

Thirdway aims to deliver through collaboration and innovation and sets out to “Make Life Work” through innovative designs and builds, while building long lasting relationships with clients and partners.

Thirdway developed its Environmental, Social and Corporate Governance (ESG) framework through the detailed development of the Environmental, Sustainability, and Corporate Social Responsibilities policies, along with the enhancements of the existing governance policies in place. A combined multi-disciplinary and collaborative approach has led to a robust and standardised approach to fulfilling related commitments and monitoring environmental and social impacts, while keeping compliance, both regulatory and best-practice, a priority.

The key areas of environmental considerations all affected policies capture are:

• consideration in advance where possible of the environmental effects of any significant new development and to adjust plans accordingly.
• monitoring of the impact of existing operations on the environment.
• maintaining the appearance of premises to the highest practicable standards.
• taking positive steps to conserve resources, particularly those which are scarce or non-renewable.
• ensuring the provision of necessary information and training to enable employees to operate the processes properly and with minimal effects on the people or the environment.

Thirdway’s continued and expanding expertise in social and mental wellbeing, and sustainability management through design continues to grow. This growth results from a combination of in-house knowledge and external specialist advisors enabling the delivery of Fitwel, SKA, Nabers, BREEAM, WiredScore and ActiveScore scopes throughout all services.

The company as part of the wider Thirdway group has maintained full ISO 14001 certification, certifying our environmental management plans.

Thirdway Interiors has partnered with The Thirdway Trust, which is the group’s charitable arm that supports communities both locally and globally. The Salmon Youth Centre in Bermondsey is one of the Trust's partners through whom the group has been able to provide work experience workshops with young people, donated second-hand furniture through Tribe and donated laptops to young people in need. There have been numerous fundraising events for the centre to enable them to continue their work with disadvantaged children. At Christmas, fundraising activities also take place to support the Hackney Food Bank and further donations were also made after this.

 

The Thirdway Group Limited

Strategic Report for the Year Ended 31 December 2024

Further afield, the Trust supported Toilet Twinning and Sabre Education. With every project we complete we encourage our clients to "twin" the toilets from their project at a cost of £60. This then funds the build of a toilet in a poor community around the world and provides life-saving hygienic benefit. To date, more than 1000 toilets have been funded across the globe.

The group remains committed to equality, diversity and inclusion improvements at Thirdway and helps to nurture a culture where every individual, regardless of race, religion, sex, gender, age, disability or sexual orientation feels valued and celebrated. Open dialogue within this forum is welcomed and encouraged to address all concerns or suggestions.

The need to act fairly as between members of the company

The company has taken steps to empower managers across the company by giving them accountability and control over their respective areas and to ensure that each company member is managed more effectively and for its benefit. The business has created a devolved business reporting structure with managers made responsible for each sales and delivery pack and cost centre that has improved this wider accountability and control.
 

Approved by the Board on 15 September 2025 and signed on its behalf by:

.........................................
B J P Gillam
Director

 

The Thirdway Group Limited

Directors' Report for the Year Ended 31 December 2024

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

Directors of the company

The directors who held office during the year were as follows:

B J P Gillam

M J Booth

Disclosure of information in the Strategic Report

The company has chosen in accordance with s.414C(11) Companies Act 2006 to set out in the company's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' report. It has done so in respect of future developments, research & development, financial instruments and streamlined energy and carbon reporting.

Directors' liabilities

As permitted by the Articles of Association, the Directors have the benefit of an indemnity which is a qualifying third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force.

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Approved by the Board on 15 September 2025 and signed on its behalf by:



 

.........................................
B J P Gillam
Director

 

The Thirdway Group Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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.

 

The Thirdway Group Limited

Independent Auditor's Report to the Members of The Thirdway Group Limited
for the Year Ended 31 December 2024

Opinion

We have audited the financial statements of The Thirdway Group Limited (the 'company') for the year ended 31 December 2024, which comprise the Statement of Income and Retained Earnings, Statement of Financial Position, and Notes to the Financial Statements, 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 Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

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

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

The Thirdway Group Limited

Independent Auditor's Report to the Members of The Thirdway Group Limited
for the Year Ended 31 December 2024

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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and 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 our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

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

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

the 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 Statement of Directors' Responsibilities (set out on page 9), 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 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 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 Thirdway Group Limited

Independent Auditor's Report to the Members of The Thirdway Group Limited
for the Year Ended 31 December 2024

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

Based on our understanding of the company and the industry in which it operates, we determined that the principal risks of non-compliance with laws and regulations related to the reporting framework (FRS 102 and the Companies Act 2006) and UK corporate taxation laws, health and safety legislation and anti-bribery legislation. These risks were communicated to our audit team and we remained alert to any indications of non-compliance throughout our audit.

We understood how the company is complying with relevant legislation by making enquiries of management and conducting a review of board minutes. We also considered the results of our audit procedures and to what extent these corroborate this understanding and assessed the susceptibility of the company’s financial statements to material misstatement. This included consideration of how fraud might occur and evaluation of management’s incentives and opportunities for fraudulent manipulation of the financial statements.

We designed our audit procedures to identify any non-compliance with laws and regulations. Such procedures included, but were not limited to, inspection of any regulatory or legal correspondence; challenging assumptions and judgements made by management; identifying and testing journal entries with a focus on large or unusual transactions as determined based on our understanding of the business; and identifying and assessing the effectiveness of controls in place to prevent and detect fraud.

Owing to the inherent limitations of an audit, there remains a risk that a material misstatement may not have been detected, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance with laws and regulations and cannot be expected to detect all instances of non-compliance.

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

The primary responsibility for the detection and prevention of fraud rests with those responsible for governance and management. The further removed non-compliance with laws and regulations is from the events reflected in the financial statements, the less likely the auditor will become aware of it.

The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment, collusion, omission, misrepresentation or forgery.

 

The Thirdway Group Limited

Independent Auditor's Report to the Members of The Thirdway Group Limited
for the Year Ended 31 December 2024

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.

......................................
Martin Widdowson (Senior Statutory Auditor)
For and on behalf of Brebners, Statutory Auditor

130 Shaftesbury Avenue
London, London
W1D 5AR

15 September 2025

 

The Thirdway Group Limited

Statement of Income and Retained Earnings for the Year Ended 31 December 2024

Note

2024
£

2023
£

Turnover

-

-

Administrative expenses

 

(1,440,108)

(351,138)

Other operating income

3

25,000

90,000

Operating loss

(1,415,108)

(261,138)

Dividends from group undertakings

 

-

500,000

(Loss)/profit before tax

 

(1,415,108)

238,862

Taxation

6

17,023

(18,001)

(Loss)/profit for the financial year

 

(1,398,085)

220,861

Retained earnings brought forward

 

(7,169,915)

(7,390,776)

Retained earnings carried forward

 

(8,568,000)

(7,169,915)

 

The Thirdway Group Limited

Statement of Financial Position as at 31 December 2024

Note

2024
£

2023
£

Fixed assets

 

Tangible assets

7

2,125

4,250

Investments

8

352,135

352,135

 

354,260

356,385

Current assets

 

Debtors

9

1,559,146

3,246,489

Cash at bank and in hand

 

135

2,343

 

1,559,281

3,248,832

Creditors: Amounts falling due within one year

11

(10,479,640)

(10,773,231)

Net current liabilities

 

(8,920,359)

(7,524,399)

Net liabilities

 

(8,566,099)

(7,168,014)

Capital and reserves

 

Called up share capital

1,900

1,900

Capital redemption reserve

13

1

1

Retained earnings

13

(8,568,000)

(7,169,915)

Shareholders' deficit

 

(8,566,099)

(7,168,014)

Approved and authorised by the Board on 15 September 2025 and signed on its behalf by:

 

......................................................................

B J P Gillam

Director

Company registration number: 10210711

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

The principal activity of the company is that of an investment holding company.

2

Accounting policies

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except any items disclosed in the accounting policies as being shown at fair value and are presented in sterling, which is the functional currency of the entity.

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Summary of disclosure exemptions

The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS102:

(a) No cash flow statement has been presented for the company.
(b) Disclosures in respect of financial instruments have not been presented.
(c) No disclosure has been given for the aggregate remuneration of key management personnel.

Group accounts not prepared

The entity has taken advantage of the exemption from preparing consolidated financial statements contained in Section 401 of the Companies Act 2006 on the basis that it is a subsidiary undertaking and its ultimate parent undertaking Thirdway Holdings Limited prepares consolidated financial statements which includes the results of the company.

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Going concern

The company made a loss for the year ended 31 December 2024 and had a net deficiency of assets at this date of £8,566,099.

At this date an amount of £10,464,279 was due to the group's trading subsidiaries who have confirmed that they will not call for repayment until such a time that the company has sufficient working capital. The trading subsidiaries have also confirmed that they will provide working further funds to enable the company to meet its liabilities as they fall due for a period of at least 12 months from the signing of these financial statements.

On the basis of the above and after making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when 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 and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Furniture, fittings and equipment

25% straight line

Investments

Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Dividends on equity securities are recognised in income when receivable.

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Finance leases

Assets held under hire purchase contracts are capitalised at the lesser of fair value or present value of minimum lease payments in the statement of financial position. The present value of the minimum lease payments is calculated using the interest rate implicit in the lease. A corresponding liability is recognised at the same value in the statement of financial position. The asset is then depreciated over its useful life.

The minimum lease payments are apportioned between the finance charge recognised in the income statement and the reduction of the outstanding liability using the effective interest method. The finance charge in each period is allocated so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Financial instruments

Classification
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument.

 Recognition and measurement
Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Debt instruments are subsequently measured at amortised cost.


 Impairment
Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately.

For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics.

Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

3

Other operating income

The analysis of the company's other operating income for the year is as follows:

2024
 £

2023
 £

Management charges receivable

25,000

90,000

4

Staff costs

The average number of persons employed by the company during the year, was 0 (2023 - 0).

5

Auditor's remuneration

2024
 £

2023
 £

Audit of the financial statements

2,850

2,750

Other non-audit services

500

500

 

3,350

3,250

6

Taxation

Tax charged/(credited) in the income statement

2024
£

2023
£

Current taxation

UK corporation tax

978

18,001

UK corporation tax adjustment to prior periods

(18,001)

-

Total current income tax

(17,023)

18,001

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK at 25% (2023 - lower than the hybrid rate of tax at 23.5%).

The differences are reconciled below:

2024
£

2023
£

(Loss)/profit before tax

(1,415,108)

238,862

Corporation tax at standard rate

(353,777)

56,133

Decrease in UK and foreign current tax from adjustment for prior periods

(18,001)

-

Effect of revenues exempt from taxation

-

(117,500)

Effect of expense not deductible in determining taxable profit

354,755

80,370

Tax decrease arising from group relief

-

(1,278)

Tax increase from other tax effects

-

276

Total tax (credit)/charge

(17,023)

18,001

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

7

Tangible assets

Furniture, fittings and equipment
 £

Total
£

Cost or valuation

At 1 January 2024

8,500

8,500

At 31 December 2024

8,500

8,500

Depreciation

At 1 January 2024

4,250

4,250

Charge for the year

2,125

2,125

At 31 December 2024

6,375

6,375

Carrying amount

At 31 December 2024

2,125

2,125

At 31 December 2023

4,250

4,250

8

Investments

2024
 £

2023
 £

Investments in subsidiaries

152,134

152,134

Investments in joint ventures

1

1

Other investments

200,000

200,000

352,135

352,135

Subsidiaries

£

Cost or valuation

At 1 January 2024 and 31 December 2024.

152,134

Carrying amount

At 31 December 2024

152,134

At 31 December 2023

152,134

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Joint ventures

2024
£

Cost

At 1 January 2024 and 31 December 2024

1

Carrying amount

At 31 December 2024

1

At 31 December 2023

1

Other investments

2024
£

Cost

At 1 January 2024 and 31 December 2024

200,000

Carrying amount

At 31 December 2024

200,000

At 31 December 2023

200,000

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2024

2023

Subsidiary undertakings

Thirdway Interiors Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Ordinary £1 shares

100%

100%

         

Tribe Furniture Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Ordinary £1 shares

100%

100%

         

IV Real Estate Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D5EU

Ordinary £1 shares

100%

100%

         

Thirdway Architecture Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D5EU

Ordinary £1 shares

100%

100%

         
 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

Thirdway Contracts Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Ordinary £1 shares

91.7%

91.7%

         

IV Development Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Ordinary £1 shares

85.2%

85.2%

         

Thirdway Pulse Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Ordinary £1 shares

100%

100%

         

Thirdway TX Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Ordinary £1 shares

100%

100%

         

Joint ventures

DThree Commercial Limited

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Ordinary £1 shares

50%

50%

         

Subsidiary undertakings

Thirdway Interiors Limited

The principal activity of Thirdway Interiors Limited is the provision of interior design and build services across tenant and landlord clients.

Tribe Furniture Limited

The principal activity of Tribe Furniture Limited is the supply of office furniture.

IV Real Estate Limited

The principal activity of IV Real Estate Limited is the development and management of commercial property.

Thirdway Architecture Limited

The principal activity of Thirdway Architecture Limited is the provision of architectural and consultancy services.

Thirdway Contracts Limited

The principal activity of Thirdway Contracts Limited is the provision of interior design and build services.

IV Development Limited

The principal activity of IV Development Limited is the provision of commercial property consultancy services.

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Thirdway Pulse Limited

The principal activity of Thirdway Pulse Limited is the provision of commercial property management services.

Thirdway TX Limited

The principal activity of Thirdway TX Limited is the provision of commercial property management services.

Joint ventures

DThree Commercial Limited

The principal activity of DThree Commercial Limited is the provision of interior design services.

9

Debtors

2024
 £

2023
 £

Amounts owed by group undertakings

1,556,072

2,738,214

Other debtors

3,074

508,275

1,559,146

3,246,489

Amounts owed by group undertakings are stated after making provisions for diminution in value of £13,901,156 (2023: £12,719,013).

10

Cash and cash equivalents

2024
£

2023
£

Cash on hand

135

2,343

11

Creditors

2024
 £

2023
 £

Due within one year

Trade creditors

2,850

-

Amounts due to group undertakings

10,464,279

10,743,697

Other payables

408

408

Accrued expenses

11,125

11,125

Corporation tax liability

978

18,001

10,479,640

10,773,231

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

12

Share capital

Allotted, called up and fully paid shares

 

2024

2023

 

No.

£

No.

£

Ordinary A shares of £1 each

950

950

950

950

Ordinary B shares of £1 each

532

532

532

532

Ordinary C shares of £1 each

228

228

228

228

Ordinary D shares of £1 each

190

190

190

190

 

1,900

1,900

1,900

1,900

Each class of share ranks pari passu in all respects. There are no restrictions on the distribution of dividends or the repayment of capital.

13

Reserves

The profit and loss account includes all current and prior retained earnings and accumulated losses.

The capital redemption reserve records the nominal value of shares purchased by the company.

14

Share-based payments

Employee Incentive Scheme

Scheme details and movements

At 31 December 2024 there were vested options in existence over 100 (2023: 100) ordinary shares of £1 each which may be exercised at £1 per share. There are no performance criteria.

The options lapse in 2027 if not exercised and there are no cash settlement alternatives.

No charge has been made to profit and loss during the year.

15

Financial commitments, guarantees and contingencies

Amounts not provided for in the statement of financial position

The total amount of guarantees not included in the statement of financial position is £500,000 (2023 - £500,000) in respect of a group overdraft facility.

At 31 December 2024 the amount of bank borrowings subject to the guarantee was £Nil (2023 - £Nil). The guarantee is supported by a fixed and floating charge over the assets and undertakings of the company,

 

The Thirdway Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

16

Related party transactions

In accordance with FRS 102 paragraph 33.1A, exemption is taken not to disclose transactions in the year or amounts falling due between undertakings where 100% of the voting rights are controlled within the group.

Joint ventures

At 31 December 2024 an amount of £Nil (2023: £500,000) was due from a joint venture. Dividends receivable during the year amounted to £Nil (2023: £500,000).

17

Relationship between entity and parents

The ultimate and immediate parent undertaking is Thirdway Holdings Limited.

The parent of the largest and smallest group preparing group accounts including the results of the company is Thirdway Holdings Limited.

The registered address of Thirdway Holdings Limited is 130 Shaftesbury Avenue, 2nd Floor, London, W1D 5EU.