The directors present the strategic report for the year ended 31 March 2025.
The directors are pleased with the results for the year which showed strong growth in turnover of 22% up to £23.5m (2024 £19.3m) and profit before tax increased to £2.7m (2024: £2.1m). Increased turnover and profit before tax was achieved through the efficient delivery of government funded schemes, building strong relationships with councils and social housing providers, and improved staff retention. The Group has continued to scale its operations to meet the growing demand for whole house retrofit services, investing in additional resources to ensure projects are delivered on time and within budget. The Group has also improved operational efficiency by automating an increasing number of administrative tasks and enhancing its supply chain management. The directors are optimistic about the continuing growth opportunities and anticipate further increases to turnover and profits for the Group in 2025/26.
The principal activities of the trading subsidiaries during the year are as follows:
Aran Energy Holdings Ltd - Provision of management services to the Group.
Aran Energy Funding Ltd - Managing Agent for the funding of insulation, renewable energy and heating measures under the Energy Company Obligation (ECO) scheme & the Great British Insulation Scheme (GBIS).
Aran Insulation Ltd - Installation of insulation, heating and renewable energy measures to domestic and commercial customers to reduce customer fuel bills and reduce CO2 emissions.
Group turnover for the year was £23,547,149 (2024: £19,266,744), an increase of 22%. Gross profit margin was 24.2% compared to 24.8% in the prior year. Profit before tax was £2,717,567 (2024: £2,164,357). At the year end, Shareholders funds totalled £5,050,249 (2024: £3,016,480) and Bank balances stood at £2,351,643 (2024: £1,315,399).
Change of ownership
On 7th April 2025 Aran Group Holdings Limited was acquired by M Group Energy (Agility ECO Services) Limited and became part of M Group, a leading infrastructure services provider in the UK. This will further strengthen the opportunities for the Aran Group and the directors are looking forward to maximising the growth and potential of the combined businesses.
The key business risks and uncertainties affecting the group are considered to be the following:
Risk of adverse changes to Government energy conservation policies. This directly affects the majority of the funded programmes the business is engaged in and the volumes of energy-saving measures installed. This risk is mitigated by the continued desire of Government to bring down energy bills and to reach NetZero. The directors believe that the recent change to a Labour Government will only have a positive effect on the continuing energy efficiency strategy.
Credit risk is considered to be significant with large values owed to the Group at any one time. Debtors are therefore monitored on a daily basis and, if necessary, action taken as appropriate.
Key staff – the directors are aware of the risks associated with the retention of key staff, however do not consider this as significant due to the number and flexibility of management, and the implementation of succession planning and training and development plans.
Contractual and business risks including risk of supply chain disruptions and labour shortages are actively managed by the senior team including by building strong customer and supplier relationships, reviewing contract terms and monitoring of costs.
Regulatory Compliance - the Group continuously ensures compliance with evolving standards, such as PAS 2030 for Energy Efficiency retrofit services. Non-compliance with these standards could result in claw back of fees, legal disputes, or reputational damage. To that end the Group has developed and maintains a register of legal and other requirements to which it must conform. It is the responsibility of the Directors to identify and address those requirements which affect areas under the Group’s control.
The Directors are very optimistic about the current trading year. There has been a substantial number of new funded programs of work, which have taken time to bed in and commence, but which are now operating well. The Group has expanded the range of energy efficiency measures it installs and has been installing an increasing number of renewable measures, solar PV systems and air source heat pumps, as well as a full range of insulation measures, to improve housing stock and reduce carbon emissions. The future for the Group over the coming years continues to be strong due to increased Government support for energy efficiency and commitment to carbon zero by 2050.
The directors consider adequate finance is available to take advantage of business opportunities as they arise, whilst aiming to remain competitive in existing markets.
Future Developments
Future policy for the period 2025 – 2028 provides a positive outlook for the Group.
New Government Schemes:
Warm Homes Local Grant: The introduction of this scheme in 2025 presents a significant growth opportunity for Aran Insulation Limited to deliver measures which focus on energy performance upgrades for low-income households.
Warm Homes Social Housing Fund: With social housing providers now required to meet higher energy performance standards, Aran Group can expect an increase in demand for its services from housing associations and local authorities.
Geographic Expansion:
Aran Group intends to expand its operations beyond its current regional strongholds. By forming partnerships with local authorities across more regions of the UK, the group aims to secure a wider number of large-scale contracts, particularly in areas with high levels of fuel poverty.
Strengthening Subcontractor Relationships:
To meet the increased demand from government schemes, Aran Group plans to onboard more subcontractors while ensuring strict quality control measures remain in place. Enhanced subcontractor training programs will be introduced to maintain compliance with new standards and ensure that project quality is upheld.
The key financial performance indicators are considered to be turnover and gross margin. Given the straightforward nature of the business, the directors are of the opinion that further analysis of key performance indicators is not necessary in understanding the development, performance or position of the business.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 March 2025.
The results for the year are set out on page 10.
No ordinary dividends were paid (2024: £Nil). The directors do not recommend payment of a further dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
The directors have ultimate responsibility for liquidity risk management in maintaining adequate reserves, banking facilities and reserve borrowing facilities. They do this by continuously monitoring forecasts and actual cash flows and matching the maturity profits of financial assets and liabilities.
The group is at risk of its customers defaulting in making payments for services that have been supplied to them. To minimise the risk the group has a policy of prior payment before fulfilment or giving credit to customers who have demonstrated creditworthiness. To determine previous creditworthiness the group makes use of independent rating agencies, other publicly available financial information and its own trading records.
The ability to meet all future business commitments is dependent on monitoring of the group's cash position and on meetings all its secured obligations. Current and future cash requirements are monitored on a regular basis.
On 1 September 2025 our auditors, Ensors Accountants LLP, merged with Azets Audit Services Limited. Accordingly Ensors Accountants LLP formally resigned as the company’s auditors with the directors duly appointing Azets Audit Services Limited, trading as Ensors to fill the vacancy arising.
The auditor, Azets Audit Services Limited, trading as Ensors will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
We have audited the financial statements of Aran Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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).
Basis for 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 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Our audit was designed to include tests of detail together with an assessment of the control environment to enable us to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement due to fraud. This included work on areas where we consider there is a higher risk of fraud including transactions with related parties, revenue recognition and management override of systems and control and accounting estimates.
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:
obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the Group operates in and how the Group is complying with the legal and regulatory framework;
inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;
inquired of management, those charged with governance and the entity's solicitors about any non-compliance with laws and regulations.
Reviewed board minutes for any indication of non-compliance with laws and regulations and indications of fraud.
Tested journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions
Robustly challenged accounting estimates to ensure no indication of management bias.
However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the Group's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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 parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by section 408 of the 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 £62,468 (2024 - £2,661,179 profit).
Aran Group Holdings Limited (“the company”) is a private company limited by shares, domiciled and incorporated in England and Wales. The registered office of the company and all of its subsidiaries is Abel Smith House, 10 Gunnels Wood Road, Stevenage, SG1 2ST. The company's registered number is 12189164.
The group consists of Aran Group Holdings Limited and all of its subsidiaries.
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.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
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 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel, and transactions between wholly owned group companies which permits wholly-owned subsidiaries not to disclose transactions with other group entities that are also wholly owned, provided such transactions are not required to ensure the financial statements give a true and fair view. Accordingly, intra-group transactions have not been disclosed in these financial statements.
The consolidated group financial statements consist of the financial statements of the parent company Aran Group Holdings Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 31 March 2025. 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.
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.
Aran Energy Holdings Limited and its subsidiaries have been included in the group financial statements using the purchase method of accounting. Accordingly, the group profit and loss account and statement of cash flows include the results and cash flows of Aran Energy Holdings Limited and its subsidiaries.The purchase consideration has been allocated to the assets and liabilities on the basis of fair value at the date of acquisition.
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
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. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Turnover from rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period provided that the outcome can be reliably estimated. Where the outcome cannot be reliably estimated, revenue is recognised only to the extent that expenses recognised are recoverable.
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.
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, associates and jointly controlled entities 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 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.
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.
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.
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.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
A key accounting estimate has been identified in regard to amounts recoverable on contracts. Management consider the contract amount completed as at the year end and deduct the amount invoiced up to the year end and the remainder should be the amount recoverable. There is a high level of estimation in relation to some balances and these often change with additional work being added on.
The group makes an estimate for the value of the work which has been completed and invoiced to customers on work which is funded by energy providers, that may be applied to be reclaimed by these providers if the work does not meet expected requirements as specified by the ECO/GBIS schemes. The assessment is made by management and is based on experience, historical results, and the requirements of the current energy funding scheme which is in place. Where there is any doubt in relation to the work completed as to whether it meets the requirement for funding, a provision is included in the financial statements.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
There number of directors for whom retirement benefits are accruing under defined contribution pension schemes amounted to 4 (2024: 4).
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
The above motor vehicles have been pledged as security against the obligations under finance leases shown in the Creditors notes.
Details of the company's subsidiaries at 31 March 2025 are as follows:
As permitted by the reduced disclosure framework within FRS 102, the company has taken advantage of the exemption from disclosing the carrying amount of certain classes of financial instruments, denoted by 'n/a' above.
There was a Cross Guarantee and Debenture in place between the company and its subsidiaries, in respect of the invoice financing facility used by the group as well as a loan taken out by the group.
At the year end, the company cross-guaranteed a total amount of £Nil (2024: £32,091) in respect of other group companies. This amount is not included in the company's balance sheet.
The credit facility was closed in January 2025 and the company's contractual obligations were discharged.
Finance lease payments represent rentals payable by the group for certain motor vehicles. 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 four years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
The Group provides for claw-backs on the ECO4/GBIS funded turnover under which it undertakes to refund the customer the funding received for failed funded measures. The claw-back provision is based on historical data and managements best estimated of future claims.
Management reviews the adequacy of the provision at each reporting date and adjusts it based on actual claims and updated expectations.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances and retirement benefits obligations that are expected to mature within the same period.
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
The pension commitment of the group, included in Creditors at the balance sheet date, amounted to £16,517 (2024:£13,936).
The Group provides share option schemes for staff members.
There are presently two equity settled share option schemes; both of which are HMRC approved, in which employees may be invited to participate. Both of these schemes were introduced in March 2021. The share option schemes vest immediately and are therefore exercisable immediately upon grant. If the options remain unexercised after a period of ten years from the date of grant, or on an employee leaving the Group, the options expire.
In the year ended 31 March 2025, no share options were granted (2024: none). Details of the share options outstanding at the end of the period are as follows:
The options outstanding at 31 March 2025 had an exercise price ranging from £3.37 to £4.38, and a remaining contractual life of 5.95 years.
The weighted average fair value of options granted in the year was determined using the Black-Scholes option pricing model. The Black-Scholes model is considered to apply the most appropriate valuation method due to the relatively short contractual lives of the options and the requirement to exercise within a short period after the employee becomes entitled to the shares (the “vesting date”).
The expected life used in the model has been adjusted, based on management’s best estimate, for the
effect of non-transferability, exercise restrictions, and behavioral considerations.
Non-vesting conditions and market conditions are taken into account when estimating the fair value of the option at grant date. Service conditions and non-market performance conditions are taken into account by adjusting the number of options expected to vest at each reporting date.
On the basis that the value of the share options was deemed to be immaterial, no liability or expense have been accounted for in the financial statements.
The principal rights attached to each class of shares are as follows:
Ordinary Shares - This class of shares carry full rights in respect of distributions of dividends, voting and rank first in the repayment of capital in the event of winding up.
A Ordinary Shares - The distribution rights attached to these shares is calculated only by reference to the available profits arising in connection with Aran Insulation Limited to the exclusion of the holders of B Ordinary shares but not, for the avoidance of doubt, to the exclusion of the Ordinary shares. In the event of winding up, the A Ordinary shares rank behind the Ordinary shares. This class of shares carry no voting rights.
B Ordinary Shares - The distribution rights attached to these shares is calculated only by reference to the available profits arising in connection with Aran Energy Funding Limited to the exclusion of the holders of A Ordinary shares but not, for the avoidance of doubt, to the exclusion of the Ordinary shares. In the event of winding up, the B Ordinary shares rank behind the Ordinary shares. This class of shares carry no voting rights.
The share premium account represents the excess paid over the nominal value of the shares.
The profit and loss reserves represent cumulative profits or losses, net of dividends and other adjustments.
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:
On 7 April 2025, Aran Group Holdings Limited, was acquired by M Group Energy (Agility Eco Services) Limited. Under the terms of the sale agreement, previously granted share options were exercised and immediately acquired from their holders. This transaction occurred after the balance sheet date and does not impact the financial position of the company as at 31 March 2025. The directors have assessed the implications of the acquisition and concluded that it does not give rise to any adjustments to the financial statements for the year ended 31 March 2025.
From 7 April 2025, the immediate parent company became M Group Energy (Agility Eco Services) Limited and the ultimate parent company became M Group Limited (formerly Midas Midco Limited).
The remuneration of key management personnel is as follows.
During the year the group entered into the following transactions with related parties:
The following unsecured amounts were outstanding at the reporting end date:
The following unsecured amounts were outstanding at the reporting end date: