REGISTERED NUMBER: SC239081 (Scotland)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 December 2024

for

P M K Civil Engineering Ltd

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

13

DIRECTORS:

K N Docherty

D Jones

J Watt

REGISTERED OFFICE:

145 St. Vincent Street

Glasgow

G2 5JF

REGISTERED NUMBER:

SC239081 (Scotland)

AUDITORS:

McLay McAlister & McGibbon LLP

Chartered Accountants and Statutory Auditors

145 St Vincent Street

Glasgow

G2 5JF

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

REVIEW OF BUSINESS

During the year the company completed the final contract work of laying cables for the provision of fibre optic cables in Glasgow and the surrounding area. As a result they were able to procure new contracts including cabling work to upgrade and improve local electricity networks across Scotland. As a result of these changes there has been a decline in turnover this year, which was expected. Turnover fell from £43,322,631 in 2023 to £8,755,531 representing an 80% fall.

The change in contracts along with other one off charges has impacted the overall gross profit and net profit margins. Gross profit margin has fallen from 36% in 2023 to 21% this year, and net profit from 27% in 2023 to 1% this year. Current contracts are lower margin work and so such decreases were not unexpected. The directors continue to monitor and control costs throughout the year to minimise the impact that general price increases have on the margins of the business.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors recognise that the main risks are as follows:

Health and safety risk: This risk is managed through the companies policy and procedures and the quality of their management team. Policies and procedures are regularly reviewed to ensure that they are up to date and in line with regulations.

Credit Risk: The company assesses the credit risk of customers to ensure that credit is not extended where there is a likelihood of default,

Liquidity Risk: Liquidity risk reflects the risk that the company will have insufficient reserves to meet its financial liabilities as they fall due. The directors objective is to ensure adequate reserves are in place to finance the business. This is done through managing and reviewing cash resources and maintaining levels of working capital.

FUTURE DEVELOPMENTS

The directors continue to maintain the great working relationships they have with existing customers and have been developing working relationships with potential future customers to help grow the business. They will continue to provide the highest standard of work, with no compromises on this, helping them stand out against competitors.

ON BEHALF OF THE BOARD:

J Watt - Director

24 September 2025

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of civil engineering.

DIVIDENDS

The total distribution of dividends in the year to 31 December 2024 was £26,538,740.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

K N Docherty

D Jones

Other changes in directors holding office are as follows:

P A Docherty - resigned 28 June 2024

P O'Brien - resigned 28 June 2024

J Watt - appointed 28 June 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 then apply them consistently;

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

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-	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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

J Watt - Director

24 September 2025

Opinion

We have audited the financial statements of P M K Civil Engineering Ltd (the 'company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 profit for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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 financial statements are authorised for issue.

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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 three, 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 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.

Auditors' 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 a Report of the Auditors 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:

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

- the nature of the industry and sector, control environment and business performance;

- results of our enquiries of management about their own identification and assessment of the risks and irregularities;

- any matters we identified having reviewed the company's internal controls established to mitigate risks of fraud or non- compliance with laws and regulations;

- the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

We obtained an understanding of the legal and regulatory framework that the company operates in. The key laws and regulations we considered included the UK Companies Act and tax legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. In addition we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate. These included health and safety, GDPR and employment laws. Auditing standards limit the required audit procedures to identify non - compliance with these laws and regulations to enquiry of the directors, inspection of regulatory and legal correspondence, if any, and review of minutes of meetings. These limited procedures did not identify actual or suspected non-compliance.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Paul Martin (Senior Statutory Auditor)

for and on behalf of McLay McAlister & McGibbon LLP

Chartered Accountants and Statutory Auditors

145 St Vincent Street

Glasgow

G2 5JF

24 September 2025

TURNOVER

8,755,531

43,322,631

Cost of sales

(6,893,738

)

(27,763,754

)

GROSS PROFIT

1,861,793

15,558,877

Administrative expenses

(1,975,512

)

(3,987,357

)

(113,719

)

11,571,520

Other operating income

27,200

48,000

OPERATING (LOSS)/PROFIT

4

(86,519

)

11,619,520

Interest receivable and similar income

369,255

45,963

282,736

11,665,483

Interest payable and similar expenses

5

(162,628

)

-

PROFIT BEFORE TAXATION

120,108

11,665,483

Tax on profit

6

(57,911

)

(2,757,345

)

PROFIT FOR THE FINANCIAL YEAR

62,197

8,908,138

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

62,197

8,908,138

FIXED ASSETS

Tangible assets

8

15,406

20,540

CURRENT ASSETS

Stocks

9

1,177,123

903,328

Debtors

10

3,274,785

2,348,509

Cash at bank and in hand

1,900,669

29,344,208

6,352,577

32,596,045

CREDITORS

Amounts falling due within one year

11

(5,912,652

)

(5,684,711

)

NET CURRENT ASSETS

439,925

26,911,334

TOTAL ASSETS LESS CURRENT LIABILITIES

455,331

26,931,874

CAPITAL AND RESERVES

Called up share capital

13

300

300

Retained earnings

14

455,031

26,931,574

SHAREHOLDERS' FUNDS

19

455,331

26,931,874

The financial statements were approved by the Board of Directors and authorised for issue on 24 September 2025 and were signed on its behalf by:

J Watt - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

300

18,413,436

18,413,736

Changes in equity

Dividends

-

(390,000

)

(390,000

)

Total comprehensive income

-

8,908,138

8,908,138

Balance at 31 December 2023

300

26,931,574

26,931,874

Changes in equity

Dividends

-

(26,538,740

)

(26,538,740

)

Total comprehensive income

-

62,197

62,197

Balance at 31 December 2024

300

455,031

455,331

Cash flows from operating activities

Cash generated from operations

1

1,114,189

9,260,681

Interest paid

(162,628

)

-

Tax paid

(2,225,615

)

(2,513,310

)

Net cash from operating activities

(1,274,054

)

6,747,371

Cash flows from investing activities

Purchase of tangible fixed assets

-

(2,700

)

Interest received

369,255

45,963

Net cash from investing activities

369,255

43,263

Cash flows from financing activities

Equity dividends paid

(26,538,740

)

(390,000

)

Net cash from financing activities

(26,538,740

)

(390,000

)

(Decrease)/increase in cash and cash equivalents

(27,443,539

)

6,400,634

Cash and cash equivalents at beginning of year

2

29,344,208

22,943,574

Cash and cash equivalents at end of year

2

1,900,669

29,344,208

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.12.24

31.12.23

£

£

Profit before taxation

120,108

11,665,483

Depreciation charges

5,135

6,589

Finance costs

162,628

-

Finance income

(369,255

)

(45,963

)

(81,384

)

11,626,109

(Increase)/decrease in stocks

(273,795

)

177,950

Increase in trade and other debtors

(926,276

)

(874,207

)

Increase/(decrease) in trade and other creditors

2,395,644

(1,669,171

)

Cash generated from operations

1,114,189

9,260,681

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

1,900,669

29,344,208

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

29,344,208

22,943,574

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank and in hand

29,344,208

(27,443,539

)

1,900,669

29,344,208

(27,443,539

)

1,900,669

Total

29,344,208

(27,443,539

)

1,900,669

1.	STATUTORY INFORMATION

P M K Civil Engineering Ltd is a private company, limited by shares , registered in Scotland. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Significant judgements and estimates

The preparation of these financial statements requires the directors to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenditure. Judgements and estimates are continually evaluated and are based on historical experiences of future events that are believed to be reasonable under the circumstances.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery

-

25% on reducing balance

Fixtures and fittings

-

25% on reducing balance

The company's policy is to review the remaining useful lives and residual value of all tangible fixed assets on an on-going basis and to adjust the depreciation charge to reflect the remaining useful economic life and residual value.

Stocks and work in progress

Stocks and work in progress are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Cost is calculated using the first-in, first-out method and includes all purchase, transport, and handling costs in bringing stocks to their present location and condition.

Stocks and work in progress have been valued at the lower of cost and net realisable value. In respect of work in progress profit is recognised in relation to work carried out.

Financial instruments

Debtors

Trade debtors and other debtors are recognised at the settlement amount due with appropriate allowances for any irrecoverable amounts when there is objective evidence the asset is impaired.

Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash in hand and bank overdrafts. In the balance sheet bank overdrafts are shown in creditors amounts falling due within one year.

Creditors

Trade creditors and other creditors are recognised where the company has a present obligation resulting from a past event and are recognised at the settlement amount due after allowing for any trade discounts due.

Taxation

Current tax is provided at amounts expected to be paid using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date, where transactions or events that result in an obligation to pay more or a right to pay less tax in the future have occurred by the balance sheet date with certain limited exceptions.

Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary timing differences can be utilised.

Deferred tax is calculated on an undiscounted basis at the tax rates that are expected to apply in the periods in which the timing differences are expected to reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Operating leases

Rentals applicable to operating leases where substantially all the benefits and risks of ownership remain with the lessor are charges to the profit and loss account as they are incurred.

3.	EMPLOYEES AND DIRECTORS

31.12.24

31.12.23

£

£

Wages and salaries

2,579,894

3,976,531

Other pension costs

121,234

184,238

2,701,128

4,160,769

The average number of employees during the year was as follows:

31.12.24

31.12.23

Directors & Administration

16

23

Operators

44

71

60

94

31.12.24

31.12.23

£

£

Directors' remuneration

150,865

155,382

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

3

3

4.	OPERATING (LOSS)/PROFIT

The operating loss (2023 - operating profit) is stated after charging:

31.12.24

31.12.23

£

£

Depreciation - owned assets

5,134

6,589

Operating Leases - Land & Buildings

209,375

157,500

Auditor's Remuneration

14,000

15,000

Auditor's Other Services

11,001

14,500

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

31.12.24

31.12.23

£

£

Corporation tax interest

162,628

-

6.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

31.12.24

31.12.23

£

£

Current tax:

UK corporation tax

57,911

2,757,345

Tax on profit

57,911

2,757,345

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.24

31.12.23

£

£

Profit before tax

120,108

11,665,483

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.520%)

30,027

2,743,722

Effects of:

Expenses not deductible for tax purposes

26,877

13,070

Depreciation in excess of capital allowances

1,007

553

Total tax charge

57,911

2,757,345

7.

DIVIDENDS

31.12.24

31.12.23

£

£

Ordinary shares of £1 each

Final

26,538,740

390,000

During the year, ultimate ownership of the company transferred to PMK Employee Ownership Trust. A transfer of £26,208,740 from the company's Profit & Loss reserves was necessary to facilitate this change.

8.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

machinery

fittings

Totals

£

£

£

COST

At 1 January 2024

and 31 December 2024

46,870

60,879

107,749

DEPRECIATION

At 1 January 2024

38,911

48,298

87,209

Charge for year

1,989

3,145

5,134

At 31 December 2024

40,900

51,443

92,343

NET BOOK VALUE

At 31 December 2024

5,970

9,436

15,406

At 31 December 2023

7,959

12,581

20,540

9.

STOCKS

31.12.24

31.12.23

£

£

Stocks

162,086

282,186

Work-in-progress

1,015,037

621,142

1,177,123

903,328

10.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Trade debtors

2,169,476

2,215,424

Amounts owed by group undertakings

1,000,000

-

Other debtors

24,144

24,038

Prepayments and accrued income

81,165

109,047

3,274,785

2,348,509

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Trade creditors

422,732

663,092

Amounts owed to group undertakings

2,504,786

-

Tax

4,791

2,172,495

Social security and other taxes

298,340

341,902

Other creditors

1,300,000

-

Accruals and deferred income

1,382,003

2,507,222

5,912,652

5,684,711

12.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.12.24

31.12.23

£

£

Within one year

167,500

-

Between one and five years

-

335,000

167,500

335,000

13.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.24

31.12.23

value:

£

£

300

Ordinary

£1

300

300

14.

RESERVES

Retained

earnings

£

At 1 January 2024

26,931,574

Profit for the year

62,197

Dividends

(26,538,740

)

At 31 December 2024

455,031

15.	CONTINGENT LIABILITIES

In recent years the company has made in specie contributions totalling £1,035,000 to the PMK Pension Scheme. HM Revenue & Customs are challenging the treatment of these contributions as an allowable corporation tax deduction. At this stage it is not possible to quantify the additional corporation tax, if any, which may become payable.

16.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

Included in other debtors are amounts due by the directors as follows:

2024

2023

£

£

P. A. Docherty

-

1,279

K. N. Docherty

15,943

15,838

P. O'Brien

-

1,721

15,943

18,838

These amounts are unsecured, interest free and are repayable on demand.