The directors submit the strategic report and the group financial statements for the year ended 31 January 2025.

We are a global design leader, ranked among the Global Top 100 and within the UK Top 20 architectural practices. Our vision is to be recognised for transforming the industry and enriching lives through the built environment, creating a better world.

We offer a wide range of services, including architecture, interior design, master planning, urbanism, design strategy and delivery, design management and safety, digital technology, conservation, and technical advice across all major sectors. Our expertise spans advanced technologies, aviation, business space, defence and security, hospitality, digital culture, media and sport, education, health, rail, and residential and mixed-use developments.

Our studios are strategically located to deliver exceptional service across the UK, with offices in London, Guildford, Cardiff, and Edinburgh, as well as an international presence in New York, Singapore, Amsterdam, and the Kingdom of Saudi Arabia.

Additionally, our strategic alliances in the Middle East, Turkey, and Vietnam enable us to serve a growing international client base and project portfolio.

We transitioned to a 100% Employee Ownership Trust in November 2021. Our commitment to design excellence is enduring, informed by critical analysis, rigorous research, and commercial insight, which has allowed us to create inspirational environments for over 115 years. Through collaboration across all our services, sectors, and studios, we aim to ensure that each project makes a positive and lasting impact. We strive for opportunities to foster a more diverse, sustainable, and culturally rich world, pushing ourselves creatively in business as one global team.

Strategic initiatives

We are continuously building upon our 5-Year Plan that will not only transform the practice, but will also ensure that

we build a sustainable design focussed business with embedded resilience for the future.

All staff are empowered to drive the future of the company and share in its successes through the EOT structure,

ensuring continuity of the Scott Brownrigg brand.

We continue to invest in our international strategy, diversifying our portfolio and minimising exposure to geo-political

risks. Our international studios continue to deliver key infrastructure projects. Design Management Unit (DMU)

together with our other services like Design Delivery Unit (DDU), Safety Design Unit (SDU) and Digital Twin Unit

(DTU) places the company in a unique client service offering. This expertise positions us well as the UK industry

transitions to accommodate the requirements of the new Building Safety Act.

Our specific sector expertise, market-leading technical knowledge and our Design Research Unit (DRU) supports

and influences all the leading architecture research across the group.

We continue to invest into the applied and fundamental research topics, incorporating sustainability and also work

partnership with the RIBA, to disseminate knowledge, utilising various communication platforms.

Sustainable design continues to be a central business objective. In the past year we have reflected on our work to

date to improve against numerous sustainability metrics, and have set targets for the next 5 years through our 2025

Sustainability Strategy. We are signatories to the RIBA 2030 Climate Challenge and Architects Declare and the only

UK architecture practice signed up to the UN Global Compact - demonstrating our commitment to take action on

human rights, labour, environment and anti-corruption. We lead by example and use our position on projects as an

opportunity to positively influence other built environment professionals and the supply chain. We collaborated with

the RIBA to launch the RIBA Scott Brownrigg Award for Sustainable Development, and will continue to do so in the

next year, reinforcing our commitment in this area.

The risks facing the company continue to be managed at group level through our Strategic Board and Operations Board. The principal risks and uncertainties can be summarised as follows:

Economic Uncertainty

Several economic factors continue to impact the company, including cost of living increases, inflation and continued high interest rates. These differ in each of the regional locations in which we operate. We continue to diversify our business across territories, markets and sectors to reduce volatility.

The change to the operating model, implemented in 2021, effectively enables teams to work on projects not constrained to their physical location. This has allowed for improved collaboration, global engagement, and sector utilisation of our staff and ensuring optimal profit generation.

Regional Conflicts

The outbreak of conflict in Ukraine/Russia impacted projects and pipelines in the impacted regions. All project work ceased and the impacts have been managed through the diversification of our portfolios and targeted growth in regions with lower risk profiles. Extensive checks are performed on contracting parties to ensure relevant sanction compliance.

Cash flow management and late payments

Liquidity and funding risk is managed by maintaining appropriate levels of working capital and finance (short and long-term) to ensure the company has sufficient funds available for its operations and short-term investment plans, with cash flow projections reviewed by management every month.

Credit risk

Additional safeguarding measures have been put in place to ensure the credit health of all existing clients are reviewed monthly and full credit and compliance checks are performed on all new and potential clients, to mitigate any exposure to defaults on contracted terms. Any long outstanding debt is flagged for management review and action every month.

Technology systems, sensitive data and cyber risk

We continue to invest in our technology infrastructure and have introduced several advanced virtual interfaces during the year that continue to ensure our systems and data are secure from external threats.

Foreign exchange volatility

There has been a degree of currency fluctuation particularly as the impact of rising costs of living and political uncertainties unfolded during the half of the financial year. We manage currency risk by matching revenue and expenditure to minimise the company’s net exposure. Any other significant transactions are hedged if revenue and expenditure cannot be matched.

Continuing to attract and retain highly skilled international staff

As a global design focussed business we are reliant on the skills and diversity that international staff bring to all of our studios. We are monitoring the changes in UK immigration rules closely and are encouraged that our profession has been recognised and is included on the Shortage Occupation List. We also work hard to provide opportunities for staff to gain experience working in each of our international studios.

Downward price pressure on fees

We are constantly evaluating our cost base to ensure this is in line with forecasted income levels and are investing in technologies that improve the quality and efficiency of our work. We monitor fee proposals and agreements carefully to ensure we offer the appropriate level of service requested by our clients.

Principal Risks and Uncertainties (Continued)

Business interruption and infrastructure

We have robust Business Continuity Plans for each of our studios and a Disaster Recovery Plan that outlines how our digital systems are backed up. These plans are reviewed and revised regularly.

We manage all these risks through a process of policies and controls which are set by the Strategic Board and implemented and managed by the Operations Board. All risks are assigned to owners and are reviewed regularly to further assess the extent and effectiveness of the controls.

The company seeks to diversify risks wherever possible, particularly through developing work in new business sectors and geographical areas. This is especially important for the coming years given the continued uncertainty over the UK economy.

Scott Brownrigg achieved outstanding results for the year ended 31 January 2025, thanks to a robust business strategy focused on vertical and horizontal expansion, international outreach, and improved efficiency. This success is also attributed to the dedication and hard work of our employees. Our strategy has enabled us to support emerging talent, enhance in-house capabilities, and ultimately create a more agile and resilient practice.

A key focus is to grow our international profile, with active projects and opportunities in Central Asia, the Middle East, Africa, Southeast Asia, and Ireland. Notable projects include the Medina Airport in Saudi Arabia and large-scale mixed-use master plans in Central Asia.

During the year, we completed several high-profile projects across various sectors, including Shinfield Studios, which will significantly contribute to the UK film and TV industry, local communities, and the broader creative sector, generating expected inward investment of £600 million annually. This campus features 18 sound stages, 38 workshops, a 9-acre filming backlot, and over 130,000 square feet of contemporary office space, making it one of the UK’s largest new-build film and TV studio campuses. Additionally, the redevelopment of Paddington Underground Station transforms the passenger experience, offering an impressive gateway to Paddington Square. This project includes a complete reconfiguration of the underground space, providing step-free access from the newly developed public plaza to the platforms below, alongside a significant expansion of the Bakerloo line ticket hall.

In the UK we received planning approvals for London Design and Engineering UTC, Eastpoint Science Park, Southampton Science Park, Barnes Hospital, The Island masterplan and Surrey Police Headquarters. Additionally, construction started on the 3 new buildings at Oxford Science Park – ‘The Daubeny Project’

The last financial year brought remarkable achievements both within our practice and in the industry. We celebrated 25 years of our dedicated Interior Design Workplace service and launched the second RIBA Scott Brownrigg Award for Sustainable Development. Our expertise in the Building Safety Act was acknowledged, and we produced Architecture Today’s ‘Building Safety Act in Practice’ module, part of their School of Specification series.

We continued to gain recognition for our digital expertise through articles on protecting digital assets and modules in the RIBAJ. Additionally, we hosted our first Digital Bootcamp, offering undergraduate architecture students the opportunity to deepen their understanding of the digital journey and how to apply digital skills in practice, as part of our Future Talent Programme aimed at supporting the next generation of architects.

Our Design Research Unit remains central to our design philosophy, and in the year, we published two editions of the Unit’s Intelligent Architecture publication: edition 16 focused on ‘Architecture and the Wall,’ while edition 17 explored ‘Contrast and Juxtaposition.’

We are proud to be recognised as a leading architectural practice both in the UK and globally, consistently ranking among the top 20 practices in the Architect Journal’s list and placed 89th in Building Design’s World Architecture 100.

Significant Achievements (Continued)

As we prepare to celebrate our 115th anniversary in 2025 and our status as an Employee-Owned Trust (EOT), succession planning continues to be a key priority for the business. This involves investing in our employees by equipping them with the skills necessary to anticipate the future needs of the industry and enabling their career advancement within the firm, thereby raising their profile both internally and externally. Last year, we launched our inaugural Business Development Training Programme to identify and develop future business leaders within the practice. Several of our staff received industry awards, including two of our current architectural apprentices winning Worshipful Company of Chartered Architects (WCCA) Awards.

Our reputation and work within the Life Sciences sector continues to grow and be recognised in industry sector awards, with 100 Discovery Drive in Cambridge shortlisted for a BCO Regional Award and The Optic at Peterhouse Technology Park for British Land completing towards the end of the year.

We are undertaking several large-scale international mixed-use masterplans, with two recognized at the World Architecture Festival Awards: Sea Breeze in Azerbaijan and The Island School in Cyprus.

Internally, we launched our Community Involvement Programme, underscoring our commitment to enrich lives and create a better world. This initiative engaged employees across all our studios in various community causes, from applying their design skills to volunteering in soup kitchens, complemented by further charity fundraising activities.

The group's performance against key performance indicators (“KPI’s) during the year ended 31 January 2025 can be summarised as follows:

• Turnover at £27,933,539 (2024: £21,667,606) increased by 29% in comparison to the prior year. The company delivered a strong first quarter of the year, exceeding budgeted targets, following a number of projects entered into in the prior financial year going live. The second quarter of the year was impacted by the growing uncertainty due to increasing inflation, cost of living impacts and market confidence declining within the UK economy. Despite some projects being paused or placed on hold, most projects were restarted in the fourth quarter.

• The group profit for the year after taxation was £2,145,545 (2024: £2,823,566).

• Total comprehensive income for the year was £2,409,775 (2024: £3,022,813).

• Average Technical headcount decreased to 152 (2024: 160).

• Other operating charges of £6,481,127 (2024: £5,115,550 increased by 27% which includes administration expenses. Professional Indemnity insurance premiums following the industry impact of cladding claims and software licencing costs continued to significantly increase year-on-year.

• Despite continued pressure on fees and market volatility, an operating profit of £2,113,195 (2024: £3,156,706), was generated, a decrease of 33% on prior year.

The UK and international markets continue to face challenges due to rising living costs, inflation, increased construction costs, and ongoing uncertainty in various geo-political regions. Nevertheless, our strategic focus on diversifying our international portfolio has mitigated these risks, resulting in strong revenue growth. Project conversion rates have remained stable, showcasing the strength of our diverse range of services.

By implementing efficiency controls and fostering a collaborative approach across practices for onboarding new projects, we have maintained robust debtor days and cash collection targets throughout the year. Risks associated with long-standing debts and disputes have also been effectively managed.

Employee Relations

On 12 November 2021, we transitioned from an Employee Benefit Trust to a 100% Employee-Owned Trust. Now in our third year, this change has allowed our staff to share in the success of the company, facilitated effective succession planning, and provided opportunities for employees to impact the company’s future.

We have established various channels for communication with our staff, including regular updates from the CEO, monthly Town Hall meetings in each studio, the Employee Ownership Committee, internal roadshows, and our company intranet. Our Annual Business Plan is shared with all employees, and we encourage discussions about all aspects of the business’s performance.

Employee Relations (Continued)

Our people are the cornerstone of our business, making it essential to ensure equal pay and opportunities for all in an inclusive and supportive environment. We are pleased to report that our gender pay gap is improving year after year, with the median decreasing from 14% to 9%.

We measure staff engagement through regular surveys, which have shown an increase in engagement across several key metrics.

As an industry mentor and the only major Architectural practice to be nominated as one of the 9 practice role models by the RIBA, we actively collaborate with universities to pave the way for the next generation of designers. Raw talent and fresh perspectives are are essential for keeping design relevant.

Since 2010, we have partnered with ‘Blueprint for All,’ and our Future Talent Programme offers a variety of opportunities, including career talks, work experience, skills boot camps, paid internships, graduate placements, and apprenticeships.

One of our Level 7 apprentices has been shortlisted for the AJ New Talent Award 2025, exemplifying our commitment to investing in the next generation.

Employees from across our studios regularly support local charity groups through fundraising activities and company-sponsored volunteer time available to all staff.

Despite the ongoing challenges posed by economic and political pressures, we remain optimistic about the future. With a strong financial foundation that has grown year after year, we continue to prioritise excellence in design and technical services for our clients and those who interact with the buildings and environments we create.

Our management team is focused on the future, working to complete existing projects while also exploring new opportunities in different markets to mitigate our exposure in the regions where we operate.

We are particularly committed to the urgent need for decarbonization and the transition to a carbon-neutral environment. We have signed several climate pledges and are dedicated to making a difference by reducing embodied carbon and the ongoing energy requirements of all our projects.

Additionally, we are determined to improve health and safety in construction. Leveraging our international presence, we aim to raise awareness on this critical issue, ensuring that all projects we engage in are designed, constructed, and maintained with safety as a priority.

Finally, we continue to invest significantly in technology across all aspects of our business. This includes embracing virtual interfaces and cloud-based technology, which facilitate a truly global collaborative environment across disciplines and teams. We are enhancing the quality and speed of our state-of-the-art software, allowing clients to better experience and interact with the design process from an early stage. We are continuously striving to automate systems and processes, thereby improving accuracy and efficiency, which enables us to spend more time on creative endeavours.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 January 2025.

The principal activity of the group is to provide architectural, planning, interior design, project management and property development consultancy services.

During the financial year ended 31 January 2025 the company paid a contribution to the EOT amounting to £4.29m (2024: £2.25m).

Post year-end a contribution to the EOT amounting to £2.6m was made.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Exposure to risks, financial risk management and future developments; this information is disclosed within the Strategic Report under the section “Strategic management and future developments” in accordance with section 414C(11) of the Companies Act 2006.

Qualifying third-party indemnity provision is in place for the benefit of all directors of the company.

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

The directors consider that the going concern basis for the preparation of the group's financial statements remains appropriate, see accounting policy laid out on page 22.

The directors who were in office on the date of approval of these financial statements have confirmed that, as far as they are aware, there is no relevant audit information of which the auditor is unaware. The directors have confirmed that they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that it has been communicated to the auditor.

The directors are responsible 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 company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

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

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the ;

• prepare the on the going concern basis unless it is inappropriate to presume that the group and 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of Scott Brownrigg Group Limited (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 January 2025 which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated Statement of Cash Flows and the 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 FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 January 2025 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’s responsibilities for the audit of the financial statements” section of our report. We are independent of the group and the parent 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 director's 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 and the parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

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

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• the information given in the strategic report and directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and directors’ report have been prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the directors’ report.

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

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

• the parent company financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors’ remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the directors’ responsibilities statement set out on page 8, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

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 the financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

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.

Based on our understanding of the group and the parent company and their industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation, anti-money laundering regulation.

To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:

• Inquiring of management and, where appropriate, those charged with governance, as to whether the group and the parent company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;

• Inspecting correspondence, if any, with relevant licensing or regulatory authorities;

• Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and

• Considering the risk of acts by the group and the parent company which were contrary to applicable laws and regulations, including fraud.

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation and the Companies Act 2006.

In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to revenue recognition (which we pinpointed to the cut off assertion) and significant one-off or unusual transactions.

Our audit procedures in relation to fraud included but were not limited to:

• Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;

• Gaining an understanding of the internal controls established to mitigate risks related to fraud;

• Discussing amongst the engagement team the risks of fraud; and

• Addressing the risks of fraud through management override of controls by performing journal entry testing.

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

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.

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 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.

The results of 2025 are derived solely from continuing operations.

The notes on pages 21 to 45 form part of these financial statements.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £5,292,050 (2024 - £2,250,000)

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006, including the provisions of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008.

The financial statements are prepared in sterling, which is the functional currency of the group.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value.

The principal accounting policies adopted are set out below.

In accordance with FRS 102, the Company has taken advantage of the exemptions from the

following disclosure requirements in its Company only accounts;

• Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The consolidated financial statements incorporate those of Scott Brownrigg Group Limited and all of its subsidiaries (i.e. entities that the Group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes. All financial statements are made up to 31 January 2025.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the Group.

The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus directly attributable costs.

The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities is recognised as goodwill.

These financial statements represent the largest and smallest group of which the company is a member for which group accounts are prepared.

Company statement of comprehensive income

As permitted by section 408 Companies Act 2006, the Company has not presented its own statement of comprehensive income. The Company’s profit and total comprehensive income for the period was £5,292,050 (2024: £2,250,000).

The directors consider that the going concern basis for the preparation of the group’s financial statements remains appropriate. In arriving at this conclusion, they have taken into consideration the results for the year ended 31 January 2025, together with current results and cash flow forecasts for 12 months from the date of signing of the financial statements. Post year end the directors have been carefully monitoring cash flow and the cost base of the group, ensuring strict payment terms are adhered to and discretionary spend is contained to the budgets set at the beginning of the new financial year.

With the continued political uncertainty in Europe and conflict in Gaza at the date of signing, the directors have taken action to protect the business and react to the changing economic and social environment. These actions have included adhering to guidelines directed by local governments and maintaining flexible working practices to ensure staff can remain working in a form as near to business as usual as possible from any location; diversifying project portfolios to mitigate potential exposures in countries impacted by the political uncertainties; as well as providing resilience training to staff.

The revenue pipeline is monitored on a weekly basis by management, and no material deviations from the budget set for 2025 are expected.

Based on these forecasts and action plans the directors consider it is appropriate for the financial statements to be prepared on the going concern basis. The financial statements do not include any adjustments that would result in the going concern basis of preparation not to be appropriate. In the event that this basis is not appropriate provisions may be required and assets may need to be written down to recoverable amounts.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

Turnover from contracts for the provision of architectural and other services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total estimated costs. Where the outcome cannot be estimated reliably, turnover is recognised only to the extent of the expenses recognised that are recoverable. The amount by which turnover exceeds payments on account is classified as "amounts recoverable on contracts" and included in debtors; to the extent that payments on account exceed relevant turnover and long term contract balances, the excess is classified as “payments received in advance” and included as a creditor.

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 5 to 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

The cost of providing benefits under defined benefit plans is determined separately for each plan using the projected unit credit method, and is based on actuarial advice.

The change in the net defined benefit liability arising from employee service during the year is recognised as an employee cost. The cost of plan introductions, benefit changes, settlements and curtailments are recognised as an expense in measuring profit or loss in the period in which they arise.

The net interest element is determined by multiplying the net defined benefit liability by the discount rate, taking into account any changes in the net defined benefit liability during the period as a result of contribution and benefit payments. The net interest is recognised in profit or loss as other finance revenue or cost.

Remeasurement changes comprise actuarial gains and losses, the effect of the asset ceiling and the return on the net defined benefit liability excluding amounts included in net interest. These are recognised immediately in other comprehensive income in the period in which they occur and are not reclassified to profit and loss in subsequent periods.

The net defined benefit pension asset or liability in the balance sheet comprises the total for each plan of the present value of the defined benefit obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information, and in the case of quoted securities is the published bid price. The value of a net pension benefit asset is limited to the amount that may be recovered either through reduced contributions or agreed refunds from the scheme.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

Transactions in currencies other than the functional currency (foreign currency) are initially recorded at the exchange rate prevailing on the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate ruling at the date of the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.

All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Critical accounting estimates and assumptions

The group makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results.

The estimates and assumptions that have a significant risk of causing material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:

Estimates are made in respect of establishing the stage of completion of long term contracts. In determining the stage of completion the directors estimate costs to complete, and compare costs incurred as a proportion of total expected costs. The methods of estimation used are discussed in the turnover accounting policy on page 23.

The fair value of the defined net benefit pension scheme liability is determined by way of a third party actuarial valuation. The actuarial assumptions used in the calculation of the valuation of the plan assets and liabilities are set out in note 25.

Estimates are made in respect of determining the carrying value of the investment property and freehold land and buildings which are stated at fair value. The directors have valued the company’s freehold land and buildings and investment properties having regard to local market conditions and informal advice received from external professional valuers. However, the valuation of the group’s investment property and freehold land and building is inherently subjective as it is made on the basis of valuation assumptions which may in future not prove to be accurate.

Deferred tax liabilities are assessed on the basis of assumptions regarding the future, the likelihood that assets will be realised and liabilities will be settled, and estimates as to the timing of those future events and as to the future tax rates that will be applicable.

Taxable losses carried forward as at 31 January 2025 were £315,116 (2024: £nil).

The investment property represents the proportion of the long leasehold interest in a commercial office building in Covent Garden, London that is rented to third party tenants. The remainder of the building is included above in long leasehold land and buildings and improvements.

The fair value of the company’s investment property at 31 January 2025 has been arrived at by the directors having regard to informal valuation advice provided by a third party commercial property expert on an open market value basis. The valuation was determined by reference to rental yields and market evidence of transaction prices for similar properties in London’s West End. The directors note their current intention to hold the property for the medium to long term.

The historic cost of the investment property was £1,054,771 (2024: £1,054,771).

The group has pledged its investment property as security over certain borrowings within the group (see note 21). The company does not hold any investment properties.

Details of the company's subsidiaries during the year and at 31 January 2025 are as follows:

* Owned indirectly through other Group companies

Management have made a provision of £97,898 (2024: £121,006) against trade debtors, which were overdue and there was uncertainty over their recovery, however continue to pursue these debts and expect to fully recover them

Amounts due from to group undertakings are non-interest bearing and are shown as falling due within one year as there are no formal agreements in place to defer payment. However, it is not anticipated that these balances will be called unless sufficient funds are available in the relevant group undertakings to enable repayment to be made.

The bank loan comprises a loan which is secured by a fixed and floating charge on all the assets of the UK companies in the group including the long leasehold and investment property in London. In May 2025, the bank loan was refinanced as a £2.4m 10-year term loan.

The bank loan comprises a loan which is secured by a fixed and floating charge on all the assets of the company and the UK group including the property and assets of its trading UK subsidiary companies.

Interest is payable on the loan at 2.18% over Base Rate. The loan is repayable by equal monthly instalments with a final instalment due in May 2035.

Finance lease payments represent rentals payable by the Group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years (2024: 4 years). All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

The Group’s obligations under finance leases are secured by the lessor’s charge over the leased assets. The net book value of secured assets is disclosed in note 13.

The group has received claims in the normal course of business. It is not possible to predict the timing of future payments in settlement of the claims that have been provided in these financial statements.

The following are the major deferred tax liabilities and assets recognised by the group and company at 25% (2024: 25%), and movements thereon:

The Group operates a defined contribution pension scheme for all qualifying employees in the United Kingdom. The assets of the scheme are held separately from those of the company in an independently administered fund. The contributions payable by the group charged to profit or loss amounted to £910,724 (2024: £875,266). Included in accruals are amounts for pension contributions outstanding of £nil (2024: £nil).

The group operates a closed defined benefit plan for qualifying employees. The scheme is a fully funded scheme. The most recent comprehensive actuarial valuation of the plan assets and the present value of the defined benefit obligation was carried out at 31 July 2023.

The Group is aware that the Court of Appeal has recently upheld the decision in the Virgin Media vs NTL Pension Trustees II Limited case. The decision puts into question the validity of any amendments made in respect of the rules of a contracted-out pension scheme between 6 April 1997 and 5 April 2016. The judgment means that some historic amendments affecting s.9(2B) rights could be void if the necessary actuarial confirmation under s.37 of the Pension Schemes Act 1993 was not obtained. On the 5 June 2025, the Government announced its intention to introduce legislation to give affected pension schemes the ability to retrospectively obtain written confirmation that historical benefit charges met the necessary standards. However, details of the legislation have not been announced. Subject to the Directors being able to comply with the legislation and the pension scheme obtaining the required written actuarial confirmation, the Directors do not expect the valuation of the scheme liabilities to change.

Assumed life expectations on retirement at age 60:

The amounts included in the balance sheet arising from obligations in respect of defined benefit plans are as follows:

Movements in the present value of defined benefit obligations

Movements in the fair value of plan assets

Fair value of plan assets at the reporting period end

Ordinary share rights

The company’s ordinary shares, which carry no right to fixed income, each carry the right to one vote at general meetings of the company

Reserves

Reserves of the Company represent the following:

Profit and loss account

Cumulative profit and loss net of distributions to owners.

Translation reserve

The translation reserve represents foreign exchange gains and losses on the retranslation of the

results and net assets of the Company’s foreign subsidiaries.

Revaluation reserve

The cumulative revaluation gains and losses in respect of land and buildings and long leasehold property, except revaluation gains and losses recognised in profit and loss.

Share premium account

Consideration received for shares issued above their nominal value, net of transaction costs.

Capital redemption reserve

The nominal value of shares repurchased

Other reserves

The investment value of EBT shares transferred to the EOT

The group has received claims in the normal course of business but do not consider any further provisions are required above those already included in these financial statements.

The group is subject to a cross guarantee in respect of the bank loan of certain other group companies. The total amounts outstanding in respect of the loan at 31 January 2025 is £3,099,310 (2024: £3,700,435).

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

At the reporting end date, the group had contracted with tenants, under non-cancellable operating leases, for the following future minimum lease payments:

The group and company has taken advantage of the exemptions provided by Section 33 of FRS 102 ‘Related Party Disclosures’ and has not disclosed transactions entered into between two or more members of a group, provided that any subsidiary undertaking which is party to the transaction is wholly owned by a member of that group.

Dividends of £nil (2024: £nil) were paid to directors of the company during the period.

The company has restated one item in 2024 in the Statement of Comprehensive Income, namely to split out external sub-contractor costs. This has resulted in a £nil impact on Operating profit.

A distribution was made in the year ended 31 January 2022 that was not supported by relevant accounts and is therefore liable to be repaid. This has been reflected by way of a prior year adjustment reallocating the entire contribution to EOT line from the profit and loss reserve to receivables.

The Directors undertake to ensure no future distributions are made unless there are reserves available for the purpose.

Post year-end, there is continuing political uncertainty in Europe and Gaza. Whilst the full economic impact may not be known, the business has mitigated its exposure to countries where there is ongoing conflict. The situation is monitored by management to ensure that any further impacts are understood and contingent plans can be implemented to minimise any potential losses.

Post year-end, a contribution of £2.6m was made to the Employee Ownership Trust.

The Company’s ultimate parent is Scott Brownrigg EOT Trustee Limited, a company incorporated in England and Wales. Copies of the parent company’s accounts can be obtained from Companies House, Crown Way, Cardiff CF14 3UZ. Scott Brownrigg Group Limited, is the smallest and largest group of undertakings for which consolidated accounts are prepared. The company has no overall controlling party.