REGISTERED NUMBER: 14429334 (England and Wales)

G & H GROUP OF COMPANIES (HOLDINGS)

LIMITED

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Income Statement

10

Consolidated Balance Sheet

11

Company Balance Sheet

12

Consolidated Statement of Changes in Equity

13

Company Statement of Changes in Equity

14

Consolidated Cash Flow Statement

15

Notes to the Consolidated Cash Flow Statement

16

Notes to the Consolidated Financial Statements

18

DIRECTORS:

M A Craven

D A Davis

G A Kelly

REGISTERED OFFICE:

Firlands Mill

South Parade

Pudsey

West Yorkshire

LS28 8AD

REGISTERED NUMBER:

14429334 (England and Wales)

SENIOR STATUTORY AUDITOR:

Martin Garrity FCA FCCA

AUDITORS:

BPR Audit Limited

Chartered Accountants

Glenewes House

Gate Way Drive

Leeds

West Yorkshire

LS19 7XY

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

REVIEW OF BUSINESS

Turnover during the year was just over £52M, which includes the turnover of G & H Projects and G & H Engineering Services who work as divisions of G & H Building Services Ltd & G & H Maintenance Ltd.

This turnover was lower than anticipated due to earlier appointment on a number of larger projects for G & H Building Services Ltd, resulting in extended design periods and pre-construction phases. The delayed turnover will reflect in 2025, as the projects will commence on site during 2025/26, with a forecasted £100M turnover for the 2025 period.

Risks identified in the coming period is the Building Safety Act approval periods as projects are secured but cannot commence on site until Gateway 2 approval is given. The government is taking steps to speed up this process which may then present a problem with too many secured schemes hitting site at the same time.

G & H Maintenance Ltd turnover increased, due to expanding its national coverage with existing and new clients, which increased our planned preventive maintenance offering to a number of businesses and property owners.

Our strategy of focusing on our existing client base continues to be key to maintaining our turnover, allowing us to expand our offering to a number of new clients for who we have secured work and we intend to build on these new clients in the coming years.

The value of projects secured continues to increase in line with our strategy of engaging in fewer projects but with a higher project value and longer contract periods. This allows us to have a more predictable workload, cashflow and resource allocation throughout the business.

We continue to receive positive feedback from our existing clients for the projects we have completed leading to them offering us opportunities to negotiate further phases and introducing us to other similar future projects.

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and the execution of the group's strategy are subject to a number of risks. The key business risks affecting the company are:

- Retention of staff and operatives

- The delayed start to larger schemes impacted by the Building Safety Act

Financial risks

The group's objectives when managing capital is to safeguard its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders.

The group has no material exposure to currency risk.

The group continues to monitor credit risk closely and considers that its current policy of credit checks and subscription to a reputable credit agency providing live updates meets its objectives of managing such exposure.

Employee motivation

Our employees continue to be central to our operations. The group actively encourages employee involvement throughout all areas of the business to ensure that the workforce remain informed, motivated and committed. We have regular meetings with the different teams, both office and site based to get feedback to determine what we can do better and to resolve any issues which arise.

General

Apart from factors outside the group's control, the directors are not aware of any significant risk which may adversely impact on the group during the forthcoming financial year. In the view of the directors, the performance of the group's business is primarily dependent upon maintaining client relations and retaining our highly motivated and well-rewarded workforce.

KEY PERFORMANCE INDICATORS

In order to achieve growth in profitability and control cash flow, strong financial management is maintained by the group. A number of key financial performance indicators are used as measures to ensure the group grows and remains financially strong to enable it to invest in the future. The indicators are drawn from the accounts and are shown below.

2024

2023

£

£

Turnover

52,380,389

33,474,751

Gross Profit

10,650,632

7,120,193

Shareholders' funds

10,852,475

9,506,341

ON BEHALF OF THE BOARD:

G A Kelly - Director

25 September 2025

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

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of a building services provider.

DIVIDENDS

The total distribution of dividends paid in the year was £717,276.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

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

M A Craven

D A Davis

G A Kelly

FINANCIAL INSTRUMENTS

The group uses various financial instruments which include cash, trade debtors and trade creditors which arise directly from its operations and sources of funding including hire purchase contracts. The main risks arising from the group's financial instruments are cash flow, interest rate risk, credit risk and liquidity risk. The directors review and agree policies for managing each of these risks and they are summarised below:

Credit risk

Strict debtor procedures are in place for current and potential customers to keep the potential risk of bad debts to a minimum. The directors set limits for customers based on a combination of payment history and third party credit references. Credit limits are reviewed by the credit controller on a regular basis in conjunction with debt ageing and collection history.

Liquidity risk

The group seeks to manage financial risk by ensuring that sufficient liquidity is available to meet foreseeable needs.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group 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;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

ON BEHALF OF THE BOARD:

G A Kelly - Director

25 September 2025

Opinion

We have audited the financial statements of G & H Group of Companies (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company 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 Auditors' 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 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

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

-	adequate accounting records have not been kept 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 four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the 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.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

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

To identify risks of material misstatement due to irregularities, including fraud (fraud risks) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures involved enquiring of the directors as to the group's policies and procedures to prevent and detect fraud, as well as whether they had knowledge of any actual, suspected, or alleged fraud. We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit.

As required by auditing standards and considering our overall knowledge of the control environment, we performed procedures to address the risk of management override of controls, in particular the risk that management may be able to make inappropriate accounting entries. We concluded that there was limited opportunity for manipulation or management override of controls. We performed procedures including a review of accounting entries to supporting documentation. We did not identify any additional fraud risks.

We identified Health and Safety, and Employment Law as areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements.

We communicated the identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The group is subject to laws and regulations that directly affect the financial statements, including financial reporting and taxation legislation, and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and key management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

It is considered that our procedures can detect irregularities, including fraud. However, because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation.

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

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Martin Garrity FCA FCCA (Senior Statutory Auditor)

for and on behalf of BPR Audit Limited

Chartered Accountants

Glenewes House

Gate Way Drive

Leeds

West Yorkshire

LS19 7XY

25 September 2025

TURNOVER

52,380,389

33,474,751

Cost of sales

41,729,757

26,354,558

GROSS PROFIT

10,650,632

7,120,193

Administrative expenses

9,278,406

5,041,535

1,372,226

2,078,658

Other operating income

503,848

56,461

OPERATING PROFIT

4

1,876,074

2,135,119

Interest receivable and similar income

101,287

11,957

1,977,361

2,147,076

Interest payable and similar expenses

5

257,486

215,051

PROFIT BEFORE TAXATION

1,719,875

1,932,025

Tax on profit

6

(386,725

)

666,831

PROFIT FOR THE FINANCIAL YEAR

2,106,600

1,265,194

Other comprehensive income

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

2,106,600

1,265,194

Profit attributable to:

Owners of the parent

2,063,410

1,240,161

Non-controlling interests

43,190

25,033

2,106,600

1,265,194

Total comprehensive income attributable to:

Owners of the parent

2,063,410

1,240,161

Non-controlling interests

43,190

25,033

2,106,600

1,265,194

FIXED ASSETS

Intangible assets

9

4,786,051

5,360,377

Tangible assets

10

2,542,697

2,195,265

Investments

11

-

-

7,328,748

7,555,642

CURRENT ASSETS

Stocks

12

-

32,919

Debtors: amounts falling due within one year

13

16,447,565

9,841,844

Debtors: amounts falling due after more than one year

13

1,581,433

1,405,433

Cash at bank and in hand

4,219,421

3,650,596

22,248,419

14,930,792

CREDITORS

Amounts falling due within one year

14

16,662,513

10,316,771

NET CURRENT ASSETS

5,585,906

4,614,021

TOTAL ASSETS LESS CURRENT LIABILITIES

12,914,654

12,169,663

CREDITORS

Amounts falling due after more than one year

15

(1,718,623

)

(2,382,867

)

PROVISIONS FOR LIABILITIES

19

(475,247

)

(330,260

)

NET ASSETS

10,720,784

9,456,536

CAPITAL AND RESERVES

Called up share capital

20

1,800

1,800

Share premium

21

8,698,200

8,698,200

Retained earnings

21

2,152,475

806,341

SHAREHOLDERS' FUNDS

10,852,475

9,506,341

NON-CONTROLLING INTERESTS

(131,691

)

(49,805

)

TOTAL EQUITY

10,720,784

9,456,536

The financial statements were approved by the Board of Directors and authorised for issue on 25 September 2025 and were signed on its behalf by:

G A Kelly - Director

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

-

-

Investments

11

12,077,090

12,077,090

12,077,090

12,077,090

CURRENT ASSETS

Cash at bank

935

2,077

CREDITORS

Amounts falling due within one year

14

1,789,481

1,330,695

NET CURRENT LIABILITIES

(1,788,546

)

(1,328,618

)

TOTAL ASSETS LESS CURRENT LIABILITIES

10,288,544

10,748,472

CREDITORS

Amounts falling due after more than one year

15

1,073,333

1,533,333

NET ASSETS

9,215,211

9,215,139

CAPITAL AND RESERVES

Called up share capital

20

1,800

1,800

Share premium

21

8,698,200

8,698,200

Retained earnings

21

515,211

515,139

SHAREHOLDERS' FUNDS

9,215,211

9,215,139

Company's profit for the financial year

717,348

948,959

The financial statements were approved by the Board of Directors and authorised for issue on 13 August 2025 and were signed on its behalf by:

G A Kelly - Director

Called up

share

Retained

Share

capital

earnings

premium

£

£

£

Balance at 1 January 2023

1

-

-

Changes in equity

Issue of share capital

1,799

-

8,698,200

Dividends

-

(433,820

)

-

Total comprehensive income

-

1,240,161

-

1,800

806,341

8,698,200

Non-controlling interest arising on business combination

-

-

-

Balance at 31 December 2023

1,800

806,341

8,698,200

Changes in equity

Dividends

-

(717,276

)

-

Total comprehensive income

-

2,063,410

-

Balance at 31 December 2024

1,800

2,152,475

8,698,200

Non-controlling

Total

Total

interests

equity

£

£

£

Balance at 1 January 2023

1

-

1

Changes in equity

Issue of share capital

8,699,999

-

8,699,999

Dividends

(433,820

)

(144,709

)

(578,529

)

Total comprehensive income

1,240,161

25,033

1,265,194

9,506,341

(119,676

)

9,386,665

Non-controlling interest arising on business combination

-

69,871

69,871

Balance at 31 December 2023

9,506,341

(49,805

)

9,456,536

Changes in equity

Dividends

(717,276

)

(125,076

)

(842,352

)

Total comprehensive income

2,063,410

43,190

2,106,600

Balance at 31 December 2024

10,852,475

(131,691

)

10,720,784

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2023

1

-

-

1

Changes in equity

Issue of share capital

1,799

-

8,698,200

8,699,999

Dividends

-

(433,820

)

-

(433,820

)

Total comprehensive income

-

948,959

-

948,959

Balance at 31 December 2023

1,800

515,139

8,698,200

9,215,139

Changes in equity

Dividends

-

(717,276

)

-

(717,276

)

Total comprehensive income

-

717,348

-

717,348

Balance at 31 December 2024

1,800

515,211

8,698,200

9,215,211

Cash flows from operating activities

Cash generated from operations

1

3,246,773

2,667,199

Interest paid

(223,847

)

(185,129

)

Interest element of hire purchase payments paid

(23,611

)

(16,287

)

Finance costs paid

(10,028

)

(13,635

)

Tax paid

(917

)

(589,134

)

Net cash from operating activities

2,988,370

1,863,014

Cash flows from investing activities

Purchase of tangible fixed assets

(813,415

)

(480,793

)

Sale of tangible fixed assets

33,266

23,375

Cash at bank on acquisition

-

4,762,839

Purchase of subsidiary

-

(1,000,000

)

Interest received

101,287

11,957

Net cash from investing activities

(678,862

)

3,317,378

Cash flows from financing activities

Loan repayments in year

(670,534

)

-

Capital repayments in year

(193,046

)

(364,748

)

Amount introduced by directors

59,329

16,323

Amount withdrawn by directors

(94,080

)

(602,843

)

Equity dividends paid

(717,276

)

(433,820

)

Dividends paid to minority interests

(125,076

)

(144,709

)

Net cash from financing activities

(1,740,683

)

(1,529,797

)

Increase in cash and cash equivalents

568,825

3,650,595

Cash and cash equivalents at beginning of year

2

3,650,596

1

Cash and cash equivalents at end of year

2

4,219,421

3,650,596

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

2024

2023

£

£

Profit before taxation

1,719,875

1,932,025

Depreciation charges

1,082,008

674,774

Loss/(profit) on disposal of fixed assets

15,506

(649

)

Finance costs

257,486

215,051

Finance income

(101,287

)

(11,957

)

2,973,588

2,809,244

Decrease in stocks

32,919

59,807

(Increase)/decrease in trade and other debtors

(6,698,575

)

4,686,742

Increase/(decrease) in trade and other creditors

6,938,841

(4,888,594

)

Cash generated from operations

3,246,773

2,667,199

2.	CASH AND CASH EQUIVALENTS

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

Year ended 31 December 2024

31/12/24

1/1/24

£

£

Cash and cash equivalents

4,219,421

3,650,596

Year ended 31 December 2023

31/12/23

1/1/23

£

£

Cash and cash equivalents

3,650,596

1