Registration number:
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Thirdway Holdings Limited
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Brebners
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Thirdway Holdings Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Income Statement |
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Consolidated Statement of Financial Position |
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Statement of Financial Position |
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Consolidated Statement of Changes in Equity |
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Statement of Changes in Equity |
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Consolidated Statement of Cash Flows |
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Notes to the Financial Statements |
Thirdway Holdings Limited
Company Information
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Directors |
B J P Gillam M J Booth H D M Thomas W R G Macpherson |
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Registered office |
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Auditors |
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Thirdway Holdings 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. The company's direct subsidiary, The Thirdway Group Limited, is also an investment holding company. The subsidiaries of The Thirdway Group Limited 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 subsidiaries 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 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 which is principally engaged in the provision of architectural and consultancy services;
• 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.
Thirdway Holdings 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.
Financial key performance indicators
The key performance indicators used by the directors to measure the performance of the group are as follows:
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Unit |
2024 |
2023 |
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Turnover |
£ |
101,366,318 |
86,715,613 |
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Turnover on continuing operations |
£ |
101,376,318 |
86,773,622 |
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Profit/(Loss) before tax on continuing operations |
£ |
7,558,034 |
2,377,374 |
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Net assets |
£ |
7,963,193 |
2,705,527 |
The current asset ratio at 31 December 2024 was 1.23 (2023: 1.15).
The directors are satisfied with the levels of turnover and profitability generated in continuing operations which have been sustained by the robust and diverse set of offerings that Thirdway continues to develop in what remains a potentially challenging economic environment.
Net profit from joint ventures was £76,588 (2023: £539,154).
The group remains well placed at 31 December 2024 with cash at bank of £5,129,909.
Thirdway Holdings Limited
Strategic Report for the Year Ended 31 December 2024
Non-financial key performance indicators
The group seeks to ensure that responsible business practice is fully integrated into the management of all its operations and into the culture of all parts of its business. It believes that the consistent adoption of responsible business practice is essential for operational excellence, which in turn, ensures the delivery of its core objectives of sustained profitability. Given the group's size and diversity, the directors take a wide range of non-financial performance indicators into account.
Financial instruments, principle 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 with building long lasting relationships, with our customers and 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 group 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 it is 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.
Thirdway Holdings Limited
Strategic Report for the Year Ended 31 December 2024
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.
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 UK Government's Streamlined Energy and Carbon Reporting (SECR) policy was implemented on 1 April 2019. The table below represents the group's energy use and associated greenhouse gas (GHG) emissions from electricity and fuel in the UK for the year ended 31 December 2024.
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2024 |
2023 |
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Total Energy Consumption (kWh) |
235,587 |
279,741 |
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Made up of: |
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Electricity |
235,587 |
279,741 |
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Scope 1 - Direct CHG emissions in kg CO2e |
- |
- |
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Scope 2 - Indirect CHG emissions in kg CO2e |
48,778 |
57,927 |
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Carbon dioxide |
48,279 |
57,336 |
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Methane |
212 |
251 |
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Nitrogen dioxide |
287 |
341 |
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Intensity ratio kg CO2e per employee |
296 |
456 |
Thirdway has produced this SECR in accordance with requirements under the Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018 (“the 2018 Regulations”), and pursuant to additional disclosure requirements as applied from 1st April 2019 for large unquoted companies to disclose annual energy use and greenhouse gas emissions (GHGs)
Emissions have been grouped according to the GHG Protocol Corporate Standard.
Thirdway Holdings Limited
Strategic Report for the Year Ended 31 December 2024
Requirements
UK Energy Use (2023 & 2024)
Associated GHG Emissions (2023 & 2024)
Previous Year’s Energy Use & GHG Emissions (2023)
Intensity Ratio (2023 & 2024)
Energy Efficiency Actions Taken (2024)
Methodology Used (2024)
We have used the following data sources for the report:
Energy and Fuel Data - energy supplier billing data
Intensity Ratio - based on energy consumed per employee
Energy efficiency actions
• Full use of light sensors throughout our premises at Morelands, Old Street. This ensures lights in the different spaces of our premises will only come on if there are people and motion in those areas
• All large appliances (dishwashers, microwaves) used within our premises have an energy rating of ‘A’ and low flow water regulators
• All appliances are set to go into low power mode after a short period of inactivity
• Heating and cooling systems are only active during working hours
• Windows are opened during warmer months to reduce cooling requirements and circulate air
• Continued phased changing of all light bulbs within our premises to convert to low energy consumption LED bulbs
• Changed the temperature sensing from return air to local controllers in meeting rooms
• Tightened up the operation times the units run- coming on at 7:30 and switching off at 17:30
• Unit switching off at weekends and bank holidays
• Locked out setting on the controllers to stop misuse (creating max and min temps)
Comparison with prior year figures
The total energy consumption and absolute CO2e figures have fallen from 2023, leading to a reduction in intensity ratio per employee.
Thirdway Holdings Limited
Strategic Report for the Year Ended 31 December 2024
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 group. 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.
Looking after people
Thirdway worked hard on ensuring our roster for staff are the best possible, with continued significant investment in staff development activities. Thirdway 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 group 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 Holdings Limited
Strategic Report for the Year Ended 31 December 2024
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.
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.
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.
Thirdway Holdings Limited
Strategic Report for the Year Ended 31 December 2024
The need to act fairly as between members of the group
Thirdway has taken steps to empower managers across the group by giving them accountability and control over their respective areas and to ensure that each group 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 and authorised by the
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Thirdway Holdings Limited
Directors' Report for the Year Ended 31 December 2024
The directors present their report and the for the year ended 31 December 2024.
Directors of the group
The directors who held office during the year were as follows:
Information included 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 auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Approved and authorised by the
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Thirdway Holdings 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 group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Thirdway Holdings Limited
Independent Auditor's Report to the Members of Thirdway Holdings Limited
Opinion
We have audited the financial statements of Thirdway Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024, which comprise the Consolidated Income Statement, Consolidated Statement of Financial Position, Statement of Financial Position, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, 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 group's and the parent company's affairs as at 31 December 2024 and of the group's profit for the year then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; 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 responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's 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.
Thirdway Holdings Limited
Independent Auditor's Report to the Members of Thirdway Holdings Limited
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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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 |
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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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the parent company financial statements are not in agreement with the accounting records and returns; or |
• | certain disclosures of directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities [set out on page 11], 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 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.
Thirdway Holdings Limited
Independent Auditor's Report to the Members of Thirdway Holdings Limited
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 Group 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), 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 Group 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.
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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.
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.
......................................
For and on behalf of
London
W1D 5AR
Thirdway Holdings Limited
Consolidated Income Statement for the Year Ended 31 December 2024
|
Note |
Continuing operations |
Discontinued operations |
Total |
Continuing operations |
Discontinued operations |
Total |
|
|
Turnover |
|
( |
|
|
( |
|
|
|
Cost of sales |
( |
( |
( |
( |
( |
( |
|
|
Gross profit/(loss) |
|
( |
|
|
( |
|
|
|
Administrative expenses |
( |
( |
( |
( |
( |
( |
|
|
Other operating income |
|
- |
|
|
- |
|
|
|
Operating profit/(loss) |
|
( |
|
|
( |
|
|
|
Income from participating interests |
|
- |
|
|
- |
|
|
|
Other interest receivable and similar income |
|
- |
|
|
- |
|
|
|
Interest payable and similar expenses |
( |
( |
( |
( |
- |
( |
|
|
(197,976) |
(500) |
(198,476) |
(237,478) |
- |
(237,478) |
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|
Share of profit of equity accounted investees |
|
- |
|
|
- |
|
|
|
Profit/(loss) before tax |
|
( |
|
|
( |
|
|
|
Tax on profit |
( |
- |
( |
( |
- |
( |
|
|
Profit/(loss) for the financial year |
|
( |
|
|
( |
|
Thirdway Holdings Limited
Consolidated Income Statement for the Year Ended 31 December 2024
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Note |
Continuing operations |
Discontinued operations |
Total |
Continuing operations |
Discontinued operations |
Total |
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Profit/(loss) attributable to: |
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Owners of the company |
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( |
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|
( |
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Minority interests |
- |
( |
( |
- |
( |
( |
|
|
|
( |
|
|
( |
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Thirdway Holdings Limited
Consolidated Statement of Financial Position as at 31 December 2024
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Note |
2024 |
2023 |
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Fixed assets |
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Goodwill |
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Intangible assets not including goodwill |
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Tangible assets |
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Investments |
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Current assets |
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Debtors |
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Cash at bank and in hand |
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Creditors: Amounts falling due within one year |
( |
( |
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Net current assets |
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Total assets less current liabilities |
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Creditors: Amounts falling due after more than one year |
( |
( |
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Provisions for liabilities |
( |
( |
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Net assets |
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Capital and reserves |
|||
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Called up share capital |
94,875 |
94,875 |
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Capital redemption reserve |
1 |
1 |
|
|
Retained earnings |
8,946,562 |
3,662,746 |
|
|
Equity attributable to owners of the company |
9,041,438 |
3,757,622 |
|
|
Minority interests |
(1,078,245) |
(1,052,095) |
|
|
Total equity |
7,963,193 |
2,705,527 |
Approved and authorised by the
|
......................................... |
Company registration number: 13090903
Thirdway Holdings Limited
Statement of Financial Position as at 31 December 2024
|
Note |
2024 |
2023 |
|
|
Fixed assets |
|||
|
Investments |
|
|
|
|
Current assets |
|||
|
Debtors |
|
|
|
|
Creditors: Amounts falling due within one year |
( |
( |
|
|
Net current liabilities |
( |
( |
|
|
Total assets less current liabilities |
|
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
|
Net liabilities |
( |
( |
|
|
Capital and reserves |
|||
|
Called up share capital |
94,875 |
94,875 |
|
|
Retained earnings |
(893,448) |
(636,816) |
|
|
Shareholders' deficit |
(798,573) |
(541,941) |
The company made a loss after tax for the financial year of £256,632 (2023 - loss of £323,285).
Approved and authorised by the
|
......................................... |
Company registration number: 13090903
Thirdway Holdings Limited
Consolidated Statement of Changes in Equity for the Year Ended 31 December 2024
Equity attributable to the parent company
|
Share capital |
Capital redemption reserve |
Retained earnings |
Total |
Non-controlling interests - Equity |
Total equity |
|
|
At 1 January 2023 |
|
|
|
|
( |
|
|
Profit/(loss) for the year |
- |
- |
|
|
( |
|
|
At 31 December 2023 |
94,875 |
1 |
3,662,746 |
3,757,622 |
(1,052,095) |
2,705,527 |
|
Share capital |
Capital redemption reserve |
Retained earnings |
Total |
Non- controlling interests |
Total equity |
|
|
At 1 January 2024 |
|
|
|
|
( |
|
|
Profit/(loss) for the year |
- |
- |
|
|
( |
|
|
At 31 December 2024 |
|
|
|
|
( |
|
Thirdway Holdings Limited
Statement of Changes in Equity for the Year Ended 31 December 2024
|
Share capital |
Retained earnings |
Total |
|
|
At 1 January 2023 |
|
( |
( |
|
Loss for the year |
- |
( |
( |
|
At 31 December 2023 |
94,875 |
(636,816) |
(541,941) |
|
Share capital |
Retained earnings |
Total |
|
|
At 1 January 2024 |
|
( |
( |
|
Loss for the year |
- |
( |
( |
|
At 31 December 2024 |
|
( |
( |
Thirdway Holdings Limited
Consolidated Statement of Cash Flows for the Year Ended 31 December 2024
|
Note |
2024 |
2023 |
|
|
Cash flows from operating activities |
|||
|
Profit for the year |
|
|
|
|
Adjustments to cash flows from non-cash items |
|||
|
Depreciation and amortisation |
|
|
|
|
Loss on disposal of tangible assets |
- |
|
|
|
Finance income |
( |
( |
|
|
Finance costs |
|
|
|
|
Share of profit/loss of equity accounted investees |
( |
( |
|
|
Income tax expense |
|
|
|
|
|
|
||
|
Working capital adjustments |
|||
|
(Increase)/decrease in trade and other debtors |
( |
|
|
|
Increase/(decrease) in trade and other creditors |
|
( |
|
|
Decrease in provisions |
- |
( |
|
|
Cash generated from operations |
|
( |
|
|
Income taxes (paid)/received |
( |
|
|
|
Net cash flow from operating activities |
|
( |
|
|
Cash flows from investing activities |
|||
|
Interest received |
|
|
|
|
Acquisition of tangible assets |
( |
( |
|
|
Dividends received from joint ventures |
- |
|
|
|
Net cash flows from investing activities |
( |
|
|
|
Cash flows from financing activities |
|||
|
Interest paid |
( |
( |
|
|
Proceeds from borrowing |
( |
|
|
|
Payments to finance lease creditors |
- |
( |
|
|
Net cash flows from financing activities |
( |
( |
|
|
Net increase/(decrease) in cash and cash equivalents |
|
( |
|
|
Cash and cash equivalents at 1 January |
|
|
|
|
Cash and cash equivalents at 31 December |
5,129,909 |
2,765,635 |
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
General information |
The company is a private company limited by share capital, incorporated in England & Wales.
The address of its registered office is:
The principal activity of the group is that of the provision of interior design services, supply of office furniture and the development and management of commercial property.
The principal place of business is:
Morelands
5-23 Old Street
London
EC1V 9HL
|
Accounting policies |
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.
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.
Departure from requirements of FRS 102
The company satisfied the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102: |
(a) No cash flow statement has been prepared by the company. |
(b) Disclosure in respect of financial instruments has not been presented. |
(c) No disclosure has been given for the aggregate remuneration of key management personnel. |
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December each year. No profit or loss account has been prepared for the company as permitted by Section 408 of the Companies Act 2006.
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Income Statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
Minority interests in the net assets of consolidated subsidiaries are identified separately from the Group’s equity. Minority interests consist of the amount of those interests at the date of the original business combination and the minority’s share of changes in equity since the date of the combination.
The proportions of profit or loss and changes in equity allocated to the owners of the parent and to the minority interests are determined on the basis of existing ownership interests and do not reflect the possible exercise or conversion of options or convertible instruments.
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Going concern
The group made a profit for the year ended 31 December 2024 and had net assets at that date of £7,963,193 with cash at bank amounting to £5,129,909.
The directors have produced cashflow forecasts based upon various scenarios of construction industry activity and mobilisation which demonstrate that the group has sufficient working capital for a period exceeding 12 months from the approval of the financial statements.
The directors confirm that the group will continue to support all subsidiaries with their working capital requirements. No intra group loans will be called for repayment until such time that the subsidiary undertaking has sufficient working capital.
On the basis of the above, and after making enquiries, the directors have a reasonable expectation that the group 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.
Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. |
Other than those involving estimations, there are no judgements that management have made in the process of applying the group's accounting policies that have a significant effect on the amounts recognised in the financial statements. |
Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other estimation uncertainty that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows; |
- Goodwill and intangible assets |
The group establishes a reliable estimate of the useful life of goodwill and intangible assets arising on business combinations. This estimate is based on a variety of factors such as the expected use of the acquired business and the expected useful life of the cash-generating units to which the goodwill is attributed. The group tests annually whether goodwill has suffered any impairment where the carrying value exceeds the recoverable amount. |
- Useful economic lives of tangible assets |
Tangible fixed assets are depreciated to their estimated residual values over their estimated useful lives. The group exercises judgement to determine these useful lives and residual values. |
- Impairment of trade debtors |
The group makes an estimate of the recoverable value of trade debtors. When assessing any potential impairment of trade debtors, management considers factors including the ageing profile of debtors and historical experience. |
- Project stage of completion |
Income and associated costs are recognised for projects based on their stage of completion at the year end. The group exercises judgement to determine an appropriate stage of completion for each project, which is reviewed regularly throughout the year by management. |
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Revenue recognition
Turnover is measured at the fair value of the consideration received or receivable for goods supplied and services rendered, stated net of discounts and of Value Added Tax.
In respect of long-term contracts and contracts for on-going services, turnover represents the value of work done in the year, including estimates of amounts not invoiced. Turnover in respect of long-term contracts and contracts for on-going services is recognised by reference to the stage of completion.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer, usually on despatch of the goods, the amount of revenue can be measured reliably, it is probable the the associated economic benefits will flow to the entity, and the costs incurred or to be incurred in respect of the transactions can be measured reliably.
Revenue from the rendering of services is measured by reference to the stage of completion of the service
transaction at the end of the reporting period provided that the outcome can be reliably estimated. When the
outcome cannot be reliably estimated, revenue is recognised only to the extent that expenses recognised are
recoverable.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
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.
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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 |
|
Leasehold property |
over the length of the lease |
|
Fixtures, fittings and equipment |
25% straight line |
Research and development
Research and development expenditure is written off in the period in which it incurred.
Business combinations
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.
Goodwill
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.
Intangible assets
Separately acquired trademarks are shown at historical cost.
Trademarks have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
|
Asset class |
Amortisation method and rate |
|
Goodwill |
10% straight line |
|
Trademarks |
10% 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.
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Investments in joint ventures
Investments in joint ventures are accounted for using the equity method of accounting, whereby the investment is initially recognised at the transaction price and subsequently adjusted to reflect the group's share of the profit or loss, other comprehensive income and equity of the joint venture.
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.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
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 income statement 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 and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Provisions
Provisions are recognised when the group has an obligation at the reporting date as a result of a past event, it is probable that the group will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense.
Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the Statement of Financial Position as a finance lease obligation.
Lease payments are apportioned between finance costs in the Income Statement and reduction of the lease obligation so as to achieve 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.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group 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
The group operates an equity-settled, share-based compensation plan, under which the entity receives services from employees as consideration for equity instruments (options) of the entity. The fair value of the employee services received is measured by reference to the estimated fair value at the grant date of equity instruments granted and is recognised as an expense over the vesting period. The estimated fair value of the option granted is calculated using the Black Scholes option pricing model. The total amount expensed is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied.
The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Financial instruments
Classification
Recognition and measurement
Debt instruments are subsequently measured at amortised cost.
Impairment
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.
Discontinued operations
The group recognises as discontinued operations the results of components which have been disposed of which represented a separate major line of business or which were part of a single coordinated plan to dispose of a separate major line of business or which confirmed plans in the current year to cease operations and wind up the component.
|
Revenue |
The analysis of the group's revenue for the year from continuing and discontinued operations is as follows:
|
2024 |
2023 |
||
|
£ |
£ |
||
|
Continuing operations |
|||
|
Sale of goods - United Kingdom |
12,095,137 |
11,759,705 |
|
|
Rendering of services - United Kingdom |
89,281,181 |
75,013,917 |
|
|
Revenue from continuing operations |
101,376,318 |
86,773,622 |
|
|
Discontinued operations |
|||
|
Rendering of services - United Kingdom |
(10,000) |
(58,009) |
|
|
Total revenue |
101,366,318 |
86,715,613 |
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Other operating income |
The analysis of the group's other operating income for the year is as follows:
|
2024 |
2023 |
|
|
Management charges receivable |
|
|
|
Operating profit |
Arrived at after charging/(crediting)
|
2024 |
2023 |
|
|
Depreciation expense |
|
|
|
Amortisation expense |
|
|
|
Foreign exchange losses |
|
|
|
Operating lease expense - plant and machinery |
- |
|
|
Loss on disposal of tangible fixed assets |
- |
|
|
Other interest receivable and similar income |
|
2024 |
2023 |
|
|
Interest income on bank deposits |
|
|
|
Other interest income |
|
|
|
|
|
|
Interest payable and similar expenses |
|
2024 |
2023 |
|
|
Interest expense on other finance liabilities |
|
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Auditor's remuneration |
|
2024 |
2023 |
|
|
Audit of these financial statements |
12,500 |
12,250 |
|
Audit of the financial statements of group undertakings |
96,850 |
87,550 |
|
|
|
|
|
Other fees |
||
|
Taxation compliance services |
|
|
|
All other non-audit services |
|
|
|
|
|
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
2024 |
2023 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
Other employee expense |
|
|
|
|
|
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
|
2024 |
2023 |
|
|
Administration and support |
|
|
|
Sales, marketing and distribution |
|
|
|
|
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Directors' remuneration |
The directors' remuneration for the year was as follows:
|
2024 |
2023 |
|
|
Remuneration |
|
|
|
Contributions paid to money purchase schemes |
|
|
|
1,375,182 |
1,610,793 |
During the year the number of directors who were receiving benefits and share incentives was as follows:
|
2024 |
2023 |
|
|
Defined contribution plans |
|
|
In respect of the highest paid director:
|
2024 |
2023 |
|
|
Remuneration |
|
|
|
Company contributions to money purchase pension schemes |
|
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Taxation |
Tax charged/(credited) in the consolidated income statement
|
2024 |
2023 |
|
|
Current taxation |
||
|
UK corporation tax |
|
|
|
UK corporation tax adjustment to prior periods |
( |
( |
|
1,827,633 |
460,583 |
|
|
Deferred taxation |
||
|
Arising from origination and reversal of timing differences |
( |
( |
|
Tax expense in the income statement |
|
|
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2023 - lower than the hybrid rate of corporation tax in the UK) of
The differences are reconciled below:
|
2024 |
2023 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate (2023: hybrid rate) |
|
|
|
Effect of expense not deductible in determining taxable profit |
|
|
|
Tax (decrease)/increase from effect of capital allowances and depreciation |
( |
|
|
Utilisation of prior year tax losses |
( |
( |
|
Under/(over) provision in the prior year |
( |
( |
|
Unrecognised trading losses |
|
|
|
Deferred tax (credit)/expense |
( |
( |
|
Non taxable income |
- |
( |
|
Tax on share of profit of joint ventures |
( |
( |
|
Total tax charge |
|
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Deferred tax
Group
Deferred tax assets and liabilities
|
2024 |
Liability |
|
Accelerated capital allowances |
|
|
|
|
2023 |
Liability |
|
Accelerated capital allowances |
|
|
|
|
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £
|
Intangible assets |
Group
|
Goodwill |
Trademarks |
Total |
|
|
Cost or valuation |
|||
|
At 1 January 2024 |
|
|
|
|
At 31 December 2024 |
|
|
|
|
Amortisation |
|||
|
At 1 January 2024 |
|
|
|
|
Amortisation charge |
|
|
|
|
At 31 December 2024 |
|
|
|
|
Carrying amount |
|||
|
At 31 December 2024 |
|
|
|
|
At 31 December 2023 |
|
|
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Tangible assets |
Group
|
Leasehold |
Fixtures, fittings and |
Total |
|
|
Cost or valuation |
|||
|
At 1 January 2024 |
|
|
|
|
Additions |
- |
|
|
|
At 31 December 2024 |
|
|
|
|
Depreciation |
|||
|
At 1 January 2024 |
|
|
|
|
Charge for the year |
|
|
|
|
At 31 December 2024 |
|
|
|
|
Carrying amount |
|||
|
At 31 December 2024 |
- |
|
|
|
At 31 December 2023 |
|
|
|
|
Investments |
Group
|
2024 |
2023 |
|
|
Investment in joint ventures |
628,922 |
552,333 |
|
Other investments |
565,981 |
565,981 |
|
1,194,903 |
1,118,314 |
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Investment in joint ventures
|
2024 |
|
|
Share of net assets of Joint Venture |
|
|
At 1 January 2024 |
552,333 |
|
Share of profit for the year |
76,589 |
|
At 31 December 2024 |
628,922 |
Other investments
|
2024 |
|
|
Cost |
|
|
At 1 January 2024 |
565,981 |
|
At 31 December 2024 |
565,981 |
Company
|
2024 |
2023 |
|
|
Investments in subsidiaries |
|
|
|
Subsidiaries |
£ |
|
Cost or valuation |
|
|
At 1 January 2024 and 31 December 2024 |
|
|
Carrying amount |
|
|
At 31 December 2024 |
|
|
At 31 December 2023 |
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Details of undertakings
Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
SUBSIDIARY UNDERTAKINGS
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2024 |
2023 |
|||
|
|
130 Shaftesbury Avenue
|
|
|
|
|
|
130 Shaftesbury Avenue
|
|
|
|
|
|
130 Shaftesbury Avenue
|
|
|
|
|
|
130 Shaftesbury Avenue
|
|
|
|
|
|
130 Shaftesbury Avenue
|
|
|
|
|
|
130 Shaftesbury Avenue
|
|
|
|
|
|
130 Shaftesbury Avenue
|
|
|
|
|
|
130 Shaftesbury Avenue
|
|
|
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
|
130 Shaftesbury Avenue
|
|
|
|
|
Joint ventures |
||||
|
|
130 Shaftesbury Avenue
|
Ordinary £1 shares |
|
|
* indicates direct investment of the company
All subsidiary undertakings are included in the consolidation.
SUBSIDIARY UNDERTAKINGS - PRINCIPAL ACTIVITIES
The principal activity of The Thirdway Group Limited is that of an investment holding company.
The principal activity of Thirdway Interiors Limited is the provision of interior design and build services across tenant and landlord clients.
The principal activity of Tribe Furniture Limited is the supply of office furniture.
The principal activity of IV Real Estate Limited is the development and management of commercial property.
The principal activity of Thirdway Architecture Limited is the provision of architectural and consultancy services.
The principal activity of Thirdway Contracts Limited is the provision of interior design and build services.
The principal activity of IV Development Limited is the provision of commercial property consultancy services.
The principal activity of Thirdway TX Limited is the provision of commercial property management services.
The principal activity of Thirdway Pulse Limited is the provision of commercial property management services.
JOINT VENTURE UNDERTAKINGS - PRINCIPAL ACTIVITIES
The principal activity of DThree Commercial Limited is the provision of interior design services.
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Debtors |
|
Group |
Company |
|||
|
2024 |
2023 |
2024 |
2023 |
|
|
Trade debtors |
|
|
- |
- |
|
Other debtors |
|
|
|
|
|
Prepayments |
|
|
- |
- |
|
Accrued income |
|
|
- |
- |
|
Amounts recoverable under contracts |
|
|
- |
- |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
Group |
Company |
|||
|
2024 |
2023 |
2024 |
2023 |
|
|
Cash on hand |
|
|
- |
- |
|
Creditors |
|
Group |
Company |
||||
|
Note |
2024 |
2023 |
2024 |
2023 |
|
|
Due within one year |
|||||
|
Trade creditors |
|
|
|
- |
|
|
Amounts due to group undertakings |
- |
- |
|
|
|
|
Social security and other taxes |
|
|
- |
- |
|
|
Other payables |
|
|
|
- |
|
|
Accruals |
|
|
|
|
|
|
Corporation tax liability |
1,963,248 |
1,024,666 |
- |
- |
|
|
Payments on account |
|
|
- |
- |
|
|
|
|
|
|
||
|
Due after one year |
|||||
|
Loans and borrowings |
|
|
|
|
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Loans and borrowings |
|
Group |
Company |
|||
|
2024 |
2023 |
2024 |
2023 |
|
|
Non-current loans and borrowings |
||||
|
Loan notes |
|
|
|
|
The loan notes are unsecured and due for payment in greater than 5 years. Interest accrues on the amount due at 7.5% per annum.
|
Provisions for liabilities |
Group
|
Deferred tax |
|
|
At 1 January 2024 |
|
|
Increase/(decrease) in existing provisions |
( |
|
At 31 December 2024 |
|
|
|
|
|
Commitments, contingencies and guarantees |
Group
Operating leases
The total of future minimum lease payments is as follows:
|
2024 |
2023 |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
|
|
|
|
Company
Other financial commitments
The total amount of guarantees is £500,000 (2023: £500,000) in respect of a group overdraft facility.
The guarantee is supported by a fixed and floating charge over the assets and undertakings of the company.
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Share capital |
Allotted, called up and fully paid shares
|
2024 |
2023 |
|||
|
No. |
£ |
No. |
£ |
|
|
Ordinary A shares of £1 each |
60,000 |
60,000 |
60,000 |
60,000 |
|
Ordinary B shares of £1 each |
25,000 |
25,000 |
25,000 |
25,000 |
|
Ordinary C shares of £1 each |
9,875 |
9,875 |
9,875 |
9,875 |
|
|
|
|
|
|
Each class of share ranks pari-passu for voting purposes. There are no restriction on the distribution of dividends or the repayment of capital.
|
Share-based payments |
Scheme details and movements
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.
|
Analysis of changes in net debt |
Group
|
At 1 January 2024 |
Cash flows |
At 31 December 2024 |
|
|
Cash and cash equivalents |
|||
|
Cash |
2,765,635 |
2,364,274 |
5,129,909 |
|
Borrowings |
|||
|
Long term borrowings |
(4,941,637) |
1,999,851 |
(2,941,786) |
|
|
|||
|
( |
|
|
|
Thirdway Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Related party transactions |
Group
Key management personnel
Key management personnel include all persons that have authority and responsibility for planning, directing and controlling the activities of the group. Key management personnel includes the directors of the parent undertaking as well as the directors of the subsidiary undertakings.
Key management compensation
|
2024 |
2023 |
|
|
Salaries and other short term employee benefits |
|
|
Summary of transactions with group undertakings
In accordance with FRS102 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.
Summary of transactions with joint ventures
During the year there were sales and recharged office costs to a joint venture undertaking amounted to £172,783 (2023: £487,121) and commissions payable to a joint venture undertaking amounted to £83,890 (2023: £73,311).