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| Registered number: 02287410
ROADFORM CIVIL ENGINEERING COMPANY LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
ROADFORM CIVIL ENGINEERING COMPANY LIMITED COMPANY INFORMATION
DIRECTORS | Oliver Mitchell
| Samantha Wood
| S C Almond (appointed 9 September 2024)
| A M Tanton (appointed 10 July 2024)
| C C O'Malley (appointed 10 July 2024, resigned 6 August 2025)
| Consultancy Express (UK) Limited (appointed 9 August 2024)
REGISTERED NUMBER | 02287410
REGISTERED OFFICE | Roadform House
| Milber Trading Estate
| Newton Abbot
| Devon
| TQ12 4SG
INDEPENDENT AUDITORS | Bishop Fleming Audit Limited
| Chartered Accountants & Statutory Auditors
| Brook House
| Winslade Park
| Manor Drive
| Clyst St Mary
| Exeter
| EX5 1GD
ROADFORM CIVIL ENGINEERING COMPANY LIMITED CONTENTS
| Page
Strategic report | 1 - 3
Directors' report | 4
Directors' responsibilities statement | 5
Independent auditors' report | 6 - 9
Statement of comprehensive income | 10
Statement of financial position | 11
Statement of changes in equity | 12 - 13
Notes to the financial statements | 14 - 31
ROADFORM CIVIL ENGINEERING COMPANY LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 31 OCTOBER 2024
COMPANY OVERVIEW
Roadform Civil Engineering stands at the forefront of the civil engineering sector, providing critical services in groundworks, road construction, surfacing, substructure building, and drainage. With a focus on the residential and commercial civil markets, our reputation for quality and reliability has made us the trusted partner of tier-one main contractors and blue-chip housebuilders in the South West of England. We are not just a service provider—we are a strategic partner that anticipates market needs, offers solutions, and delivers value to clients. Our commitment to excellence is reflected in every project we undertake, to ensure we remain one of the leading players in our industry.
BUSINESS REVIEW
2024 has been a year of substantial progress for Roadform. Despite facing challenges in profitability, we have taken bold steps to position ourselves for sustained growth, and our strategic outlook remains incredibly positive. Turnover reached £31.3 million, an impressive 12% increase over 2023, demonstrating strong demand for our services. While pre-tax profits of £0.5 million were lower than 2023’s £2.0 million, largely due to a one-off adjustment related to IR35, we have made strategic investments that will yield substantial returns in the coming years. These include operational improvements, the recruitment of senior leadership with diverse industry expertise, and the integration of advanced technologies that will drive efficiency and profitability moving forward. During the year we leveraged the value of head office in raising an £800k mortgage. We also introduced a highly successful and experienced entrepreneur to the board and the shareholders register, raising a further £600k in share capital. For the first time in 5 years we are no longer carrying any loss-making projects. Our projections for 2025 are strong, with expected revenues of £35 million. This growth is supported by a robust pipeline of confirmed and recurring projects, representing 1.9 times our expected 2024 turnover. This not only gives us confidence in our future performance but also highlights the solid foundation we’ve built for long-term, sustainable growth. Page 1
ROADFORM CIVIL ENGINEERING COMPANY LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 OCTOBER 2024
TECHNOLOGY AND INNOVATION
At the heart of Roadform’s future growth is our investment in technology. This year, we made significant strides in integrating artificial intelligence (AI) into our operations. By using AI-driven software, we are reducing the risk of errors in tender pricing and improving the accuracy of our financial forecasting. Our Construct Cloud platform will streamline operations by integrating procurement, commercial, and finance departments, enabling better collaboration and more efficient project delivery. In addition to AI, we are in the process of completing our Cyber Essentials certification, further strengthening our digital capabilities and security. These technological advancements are not only enhancing our operational efficiency but also positioning Roadform as a technology-driven leader in the civil engineering industry.
PRINCIPAL RISKS AND UNCERTAINTIES
While we face challenges such as potential delays in housing market activity and rising labour costs, we are proactively managing these risks through strategic diversification and operational improvements. Our integration of AI-driven technologies significantly reduces the risk of errors in project pricing, while our rigorous cost management ensures that we can deliver projects on time and within budget. Our business remains well-capitalised, with no bank debt and only 37% of fixed assets financed through hire purchase. This positions us to weather market fluctuations with greater financial stability. In terms of financial risk management, the Company is exposed to a limited range of financial risks. Liquidity risk is actively managed through careful cash flow forecasting and maintaining strong relationships with suppliers and customers. The Company does not engage in foreign currency transactions and is therefore not exposed to foreign exchange risk. Interest rate risk is minimal due to the absence of bank debt, and the limited exposure through hire purchase agreements is fixed-rate in nature. Overall, the Company’s financial position and prudent management practices provide resilience against market volatility.
FINANCIAL KEY PERFORMANCE INDICATORS
For the year ended 31 October 2024, Roadform’s turnover increased to £31.3 million, reflecting our successful sales strategy and growing client base. Gross profit for 2024 was 11.7%, consistent with the prior year, and we forecast similar profitability in 2025, with an improvement in 2026 as we optimise our supply chain management. Our focus on improving cash flow management is evident in the reduction of outstanding applications for payment, from 70% in 2022 to 42% in 2024. Our target is to reduce this to 20% by the end of 2025, thus releasing sizable amounts of cash from working capital.
SUSTAINABILITY AND SOCIAL VALUE
Sustainability remains a core focus at Roadform. We are actively reducing our carbon footprint, improving energy efficiency across our operations, and working closely with local communities to create lasting social value. Whether through environmentally conscious project designs or supporting local employment, we are committed to creating a positive impact beyond the bottom line. Our sustainability initiatives are not just about environmental stewardship—they are integral to our overall growth strategy. By aligning our business practices with the highest sustainability standards, we are building stronger relationships with clients and securing long-term, high-value projects. Page 2
ROADFORM CIVIL ENGINEERING COMPANY LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 OCTOBER 2024
FUTURE OUTLOOK AND STRATEGIC GROWTH
The future for Roadform is bright. We have laid the foundation for substantial growth over the next 3-5 years, with key strategic priorities in place to drive long-term profitability. Our planned revenue growth to £35 million in 2025 is just the beginning. We anticipate continued growth, with a forecast of £38 million in 2026. Our business diversification into facilities management, maintenance contracts, and consultancy services further strengthens our competitive position. These services complement our core civil engineering operations, creating a more comprehensive offering for clients and increasing the likelihood of repeat business. The launch of our new consultancy division—designed to support clients at every stage of the project lifecycle—marks a key milestone in our long-term strategy. Built on our three pillars: Consultancy, Project Delivery, and Technology, this division will not only provide additional revenue streams but also enhance our client relationships and project delivery capabilities.
GOING CONCERN
The Directors are confident that Roadform’s profitability and growth trajectory will continue in 2025 and beyond. We have a strong order book, a clear and achievable growth plan, and a commitment to sustainable profitability. Based on these factors, we believe the business is a going concern, and the financial statements have been prepared on this basis. This report was approved by the board and signed on its behalf.
Oliver Mitchell Director
Date: 29 September 2025
Page 3
ROADFORM CIVIL ENGINEERING COMPANY LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 OCTOBER 2024 The Directors present their report and the financial statements for the year ended 31 October 2024.
RESULTS AND DIVIDENDS
The profit for the year, after taxation, amounted to £326,239 (2023: £2,358,798). £1,949,628 of dividends were paid during the year (2023: £Nil)
DIRECTORS
The Directors who served during the year were:
Oliver Mitchell
Samantha Wood
S C Almond (appointed 9 September 2024)
A M Tanton (appointed 10 July 2024)
C C O'Malley (appointed 10 July 2024, resigned 6 August 2025)
Consultancy Express (UK) Limited (appointed 9 August 2024)
FUTURE DEVELOPMENTS
Future developments are detailed within the Strategic Report.
DISCLOSURE OF INFORMATION TO AUDITORS
Each of the persons who are Directors at the time when this Directors' report is approved has confirmed that: ∙so far as the Director is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
AUDITORS
The auditors, Bishop Fleming Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
Oliver Mitchell Director
Date: 29 September 2025
Roadform House
Milber Trading Estate
Newton Abbot
Devon
TQ12 4SG
Page 4
ROADFORM CIVIL ENGINEERING COMPANY LIMITED DIRECTORS' RESPONSIBILITIES STATEMENT FOR THE YEAR ENDED 31 OCTOBER 2024 The Directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the Directors are required to: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgments 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 transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Page 5
ROADFORM CIVIL ENGINEERING COMPANY LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROADFORM CIVIL ENGINEERING COMPANY LIMITED
OPINION
We have audited the financial statements of Roadform Civil Engineering Company Limited (the 'Company') for the year ended 31 October 2024, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the Company's affairs as at 31 October 2024 and of its profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
CONCLUSIONS RELATING TO GOING CONCERN
In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
OTHER INFORMATION
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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. Page 6
ROADFORM CIVIL ENGINEERING COMPANY LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROADFORM CIVIL ENGINEERING COMPANY LIMITED (CONTINUED)
OPINION ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic report and the 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.
MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the 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, or returns adequate for our audit have not been received from branches not visited by us; or ∙the financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of Directors' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the Directors' responsibilities statement set out on page 5, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Page 7
ROADFORM CIVIL ENGINEERING COMPANY LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROADFORM CIVIL ENGINEERING COMPANY LIMITED (CONTINUED)
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 an Auditors' 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. 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: In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following: ∙the nature of the sector, control environment and the company’s performance; ∙results of our enquiries of management and the Directors, about their own identification and assessment of the risks of irregularities; ∙any matters we identified having obtained and reviewed the company’s documentation of their policies and procedures relating to: identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non compliance; detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; the internal controls established to mitigate risks of fraud or non compliance with laws and regulations; and ∙the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. As a result of these procedures, we have considered the opportunities and incentives that may exist within the organisation for fraud and identified the highest area of risk to be in relation to revenue recognition, with a particular risk in relation to year end cut off and long term contract accounting. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. We identified and obtained an understanding of the laws and regulations that are of significance to the company by discussions with directors and by updating our understanding of the sector in which the company operated in. Laws and regulations that are of direct significance to the company, and of which non compliance could result in material misstatement, are considered to be the UK Companies Act, FRS 102 and UK tax legislation. In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty. These included data protection, health and safety, employment legislation, contract law, building regulations. Our procedures to respond to risks identified included the following: ∙reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; ∙reviewing the financial statement disclosures and testing to supporting documentation to assess the recognition of revenue; ∙Considering the valuation of accruals and work in progress and testing to supporting documentation. ∙Challenging assumptions and judgements made by management in their significant accounting estimates. ∙enquiring of Directors and management concerning actual and potential litigation and claims; ∙performing procedures to confirm material compliance with the requirements of the above regulations; ∙performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and Page 8
ROADFORM CIVIL ENGINEERING COMPANY LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROADFORM CIVIL ENGINEERING COMPANY LIMITED (CONTINUED) ∙in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; and assessing whether the judgements made in making accounting estimates are indicative of a potential bias. We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non compliance with laws and regulations throughout the audit. Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. 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 Auditors' 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 Auditors' 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. Mark Munro FCA (Senior statutory auditor) for and on behalf of Bishop Fleming Audit Limited Chartered Accountants Statutory Auditors Brook House Winslade Park Manor Drive Clyst St Mary Exeter EX5 1GD 1 October 2025 Page 9
ROADFORM CIVIL ENGINEERING COMPANY LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 OCTOBER 2024
| 2024 | 2023
Note | £ | £
Turnover | 4 | 31,265,388 | 27,888,827
Cost of sales |  | (27,607,024) | (26,099,667)
Gross profit |  | 3,658,364 | 1,789,160
Administrative expenses |  | (3,141,821) | 237,176
Other operating income | 5 | - | 6,516
Operating profit | 6 | 516,543 | 2,032,852
Interest payable and similar expenses | 10 | (55,872) | (42,456)
Profit before tax |  | 460,671 | 1,990,396
Tax on profit | 11 | (134,432) | 368,402
Profit for the financial year |  | 326,239 | 2,358,798
Other comprehensive income for the year |  |  |
Unrealised surplus on revaluation of tangible fixed assets |  | - | 561,442
Other comprehensive income for the year |  | - | 561,442
Total comprehensive income for the year |  | 326,239 | 2,920,240
The notes on pages 14 to 31 form part of these financial statements.
Page 10
ROADFORM CIVIL ENGINEERING COMPANY LIMITED REGISTERED NUMBER:02287410 STATEMENT OF FINANCIAL POSITION AS AT 31 OCTOBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 13 |  | 3,030,946 |  | 3,168,052
|  |  | 3,030,946 |  | 3,168,052
Current assets |  |  |  |  |
Stocks | 14 | - |  | 314,536 |
Debtors: amounts falling due within one year | 15 | 10,849,195 |  | 9,289,883 |
Cash at bank and in hand | 16 | 1,184,593 |  | 642,005 |
|  | 12,033,788 |  | 10,246,424 |
Creditors: amounts falling due within one year | 17 | (7,273,153) |  | (5,165,050) |
Net current assets |  |  | 4,760,635 |  | 5,081,374
Total assets less current liabilities |  |  | 7,791,581 |  | 8,249,426
Creditors: amounts falling due after more than one year | 18 |  | (1,415,964) |  | (652,862)
Provisions for liabilities |  |  |  |  |
Other provisions | 22 | - |  | (197,309) |
|  |  | - |  | (197,309)
Net assets |  |  | 6,375,617 |  | 7,399,255
Capital and reserves |  |  |  |  |
Called up share capital | 24 |  | 100 |  | 1
Share premium account | 25 |  | 599,985 |  | -
Revaluation reserve | 25 |  | 561,109 |  | 561,442
Capital redemption reserve | 25 |  | 1 |  | 1
Profit and loss account | 25 |  | 5,214,422 |  | 6,837,811
|  |  | 6,375,617 |  | 7,399,255
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 September 2025.
Oliver Mitchell
Director
The notes on pages 14 to 31 form part of these financial statements. Page 11

ROADFORM CIVIL ENGINEERING COMPANY LIMITED |  |
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 OCTOBER 2024
|  | Called up share capital | Share premium account | Capital redemption reserve | Revaluation reserve | Profit and loss account | Total equity
|  | £ | £ | £ | £ | £ | £
| At 1 November 2023 | 1 | - | 1 | 561,442 | 6,837,811 | 7,399,255
| Comprehensive income for the year |  |  |  |  |  |
| Profit for the year | - | - | - | - | 326,239 | 326,239
| Deficit on revaluation of freehold property | - | - | - | (333) | - | (333)
| Total comprehensive income for the year | - | - | - | (333) | 326,239 | 325,906
| Contributions by and distributions to owners |  |  |  |  |  |
| Dividends: Equity capital | - | - | - | - | (1,949,628) | (1,949,628)
| Shares issued during the year | 99 | 599,985 | - | - | - | 600,084
| At 31 October 2024 | 100 | 599,985 | 1 | 561,109 | 5,214,422 | 6,375,617
| The notes on pages 14 to 31 form part of these financial statements.
Page 12

ROADFORM CIVIL ENGINEERING COMPANY LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 OCTOBER 2023
| Called up share capital | Capital redemption reserve | Revaluation reserve | Profit and loss account | Total equity
| £ | £ | £ | £ | £
At 1 November 2022 (as previously stated) | 1 | 1 | - | 4,016,216 | 4,016,218
Prior year adjustment - correction of error | - | - | - | 462,797 | 462,797
At 1 November 2022 (as restated) | 1 | 1 | - | 4,479,013 | 4,479,015
Comprehensive income for the year |  |  |  |  |
Profit for the year | - | - | - | 2,358,798 | 2,358,798
Surplus on revaluation of freehold property | - | - | 561,442 | - | 561,442
Total comprehensive income for the year | - | - | 561,442 | 2,358,798 | 2,920,240
At 31 October 2023 | 1 | 1 | 561,442 | 6,837,811 | 7,399,255
| The notes on pages 14 to 31 form part of these financial statements.
Page 13
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
1. | GENERAL INFORMATION
Roadform Civil Engineering Company Limited (company registration number 022787410) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is Roadform House, Milber Trading Estate, Newton Abbot, Devon, TQ12 4SG. 2.ACCOUNTING POLICIES
| 2.1 | BASIS OF PREPARATION OF FINANCIAL STATEMENTS
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | FINANCIAL REPORTING STANDARD 102 - REDUCED DISCLOSURE EXEMPTIONS
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": ∙the requirements of Section 7 Statement of Cash Flows; ∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); ∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); ∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; ∙the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of Sandbanks Group Holdings Limited as at 31 October 2024 and these financial statements may be obtained from Minerva House Orchard Way, Edginswell Park, Torquay, England, TQ2 7FA. Page 14
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024 2.ACCOUNTING POLICIES (continued)
| 2.3 | GOING CONCERN
The Directors are confident that profitability will be continued into 2025 and 2026 and the business is on a substantial growth curve. This is clearly indicated in the detailed revenue forecast for 2025 and 2026. The directors prepare both budgets and revenue forecasts for a minimum of 12 months from approval of these financial statements and they are satisfied that those forecasts provide a reasonable and realistic expectation that the Company can continue for the foreseeable future. As such, the directors have concluded that the Company is a going concern and the financial statements have been prepared on this basis. This assumes that the Company will be able to realise its assets and discharge its liabilities in the normal course of business. The forecasts prepared take account of current market conditions including the impact of interest rates and inflation, post year end trading performance, secured revenue, confirmed and recurring contracts as well as tendered projects with a carefully calculated estimate of success. The directors have also considered the amount by which turnover is required to fall such that the business may not be able to meet its liabilities as they fall due. Based on post year end trading to date, the current order book and market expectations, it is considered that the chance of such a significant fall in turnover to be remote. The Company regularly reviews credit terms offered to customers and outstanding balances are updated monthly with strict credit control processes in place. When making this assessment, the directors have also considered the existence of a contingent liability to HMRC for incorrect IR35 and Employment Status treatment of workers that occurred prior to 2023 (see Note 23). Since April 2024 the Demibourne principle has legislated for IR35 as well as Employment Status liabilities to be netted against what has already been paid by the worker. The net liability, the difference between the maximum liability and the amount already paid by the workers via their CIS filings with HMRC cannot be accurately determined. The Company has taken advice in this respect and has notified HMRC. It is expected that given the time taken to agree with HMRC, probably over 12 months, and the likelihood of extended payment terms, this liability will not need to be fully settled within the next 24 months. The result of these reviews is that the directors are satisfied that the Company can meet its liabilities as they fall due for a period of at least 12 months from approval of the financial statements and therefore it is appropriate to prepare the financial statements on a going concern basis. Page 15
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024 2.ACCOUNTING POLICIES (continued)
| 2.4 | TURNOVER
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised: Contract turnover recognition Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of turnover can be measured reliably; ∙it is probable that the Company will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably. Where it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediatley. Where the outcome of a contract cannot be measured reliably, contract costs are recognised as an expense in the period in which they are incurred. Contrac revenue is recognised to the extent of the contract costs incurred where it is probable that they are recoverable. Where amounts have not been invoices at the balance sheet date, the estimate of revenue is accrued, and provided for within amounts recoverable on long term contracts within debtors. Amounts invoiced in advance of work being completed are deferred and included within creditors.
| 2.5 | LEASED ASSETS: THE COMPANY AS LESSEE
Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.
| 2.6 | FINANCE COSTS
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.7 | BORROWING COSTS
All borrowing costs are recognised in profit or loss in the year in which they are incurred. Page 16
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024 2.ACCOUNTING POLICIES (continued)
| 2.8 | PENSIONS
DEFINED CONTRIBUTION PENSION PLAN The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.
| 2.9 | CURRENT AND DEFERRED TAXATION
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
| 2.10 | TANGIBLE FIXED ASSETS
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Page 17
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024 2.ACCOUNTING POLICIES (continued)
| 2.10 | TANGIBLE FIXED ASSETS (CONTINUED)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives . Depreciation is provided on the following basis:
|  |  |  | Plant and machinery | - | 15% - 25% on Reducing balance
|  |  |  | Motor vehicles | - | 25% on Reducing balance
|  |  |  | Office equipment | - | 20% on Reducing balance
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.11 | REVALUATION OF TANGIBLE FIXED ASSETS
Individual freehold and leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the reporting date. Fair values are determined from market based evidence normally undertaken by professionally qualified valuers. Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.
| 2.12 | STOCKS
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.13 | DEBTORS
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.14 | CASH AND CASH EQUIVALENTS
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. Page 18
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024 2.ACCOUNTING POLICIES (continued)
| 2.15 | CREDITORS
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.16 | PROVISIONS FOR LIABILITIES
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss.
| 2.17 | FINANCIAL INSTRUMENTS
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments. The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102. Financial instruments are recognised in the Company's Statement of financial position when the Company becomes party to the contractual provisions of the instrument. Basic financial assets Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments. Impairment of financial assets Financial assets are assessed for indicators of impairment at each reporting date. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Financial liabilities Financial liabilities and equity instruments are classified according to the substance of the Page 19
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024 2.ACCOUNTING POLICIES (continued)
| 2.17 | FINANCIAL INSTRUMENTS (CONTINUED)
contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities. Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Derecognition of financial instruments Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
| 2.18 | DIVIDENDS
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting. Page 20
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
3. | JUDGMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the company'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 estimates and assumptions which have signicficant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows. Impairment of stocks The management calculates impairments by conisdering the nature and condition of the inventory and applies assumptions around anticipated saleability of finished goods and future usage of raw materials, overaheads and labour. Impairment of trade debtors-recoverable on contract On a monthly basis, mangement makes an estimation of the recoverability of trade debtors and sums recoverable on contracts. Management makes such estimations based on the credit rating of debtors, the ageing profile, and historical experience. Long term contract accounting Revenue for long term contracts is recognised based on the stage of completion of the contract. The stage of completion is calculated based on costs incurred as a proportion of estimated total costs and as such includes an element of estimation and uncertainty. IR 35 Liabilities The Company is subject to liabilities in respect of historic incorrect treatment of subcontractors. Since the value of these balances cannot be reliably estimated until such time as HMRC makes a determination of the final amounts due, the Directors consider the value of the total potential liability to be uncertain and as such it has been treated as a contingent liability, see note 23.
4. | TURNOVER
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Civil Engineering | 31,265,388 | 27,888,827
|  | 31,265,388 | 27,888,827
| All turnover arose within the United Kingdom.
Page 21
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
5. | OTHER OPERATING INCOME
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other operating income | - | 308
| Insurance claims receivable | - | 6,208
|  | - | 6,516
6. | OPERATING PROFIT
| The operating profit is stated after charging:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Depreciation | 410,061 | 376,798
| (Profit)/Loss on disposal of tangible fixed assets | (47,541) | 112,122
| Defined contribution pension costs | 109,145 | 97,348
7. | AUDITORS' REMUNERATION
| During the year, the Company obtained the following services from the Company's auditors:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fees payable to the Company's auditors for the audit of the Company's financial statements | 32,050 | 27,250
| Fees payable to the Company's auditors in respect of: |  |
| Taxation compliance services | 5,100 | 4,500
Page 22
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
8. | EMPLOYEES
| Staff costs, including Directors' remuneration, were as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Wages and salaries | 7,483,480 | 6,379,840
| Social security costs | 795,251 | 706,788
| Cost of defined contribution scheme | 109,145 | 97,348
|  | 8,387,876 | 7,183,976
| The average monthly number of employees, including the Directors, during the year was as follows:
|  |  | 2024 | 2023
|  |  | No. | No.
|  | Employees | 186 | 155
9. | DIRECTORS' REMUNERATION
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Directors' emoluments | 259,776 | 165,297
| Company contributions to defined contribution pension schemes | 22,981 | 40,000
|  | 282,757 | 205,297
| During the year retirement benefits were accruing to no Directors (2023: NIL) in respect of defined contribution pension schemes.
| The key management personnel are the directors. Remuneration paid to key management personnel in the year was £259,776 (2023: £207,407).
10. | INTEREST PAYABLE AND SIMILAR EXPENSES
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Bank interest payable | 2,732 | -
| Finance leases and hire purchase contracts | 53,140 | 42,456
|  | 55,872 | 42,456
Page 23
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
11. | TAXATION
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| TOTAL CURRENT TAX | - | -
| DEFERRED TAX |  |
| Origination and reversal of timing differences | 134,432 | (368,402)
| TOTAL DEFERRED TAX | 134,432 | (368,402)
| TAX ON PROFIT | 134,432 | (368,402)
| The tax assessed for the year is higher than (2023: lower than) the standard rate of corporation tax in the UK of 25% (2023: 22.52%). The differences are explained below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Profit on ordinary activities before tax | 460,671 | 1,990,396
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023: 22.52%) | 115,168 | 448,237
| EFFECTS OF: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 14,740 | -
| Fixed asset differences | 363 | (54,247)
| Remeasurement of deferred tax for changes in tax rates | - | 37,562
| Movement in deferred tax not recognised | 96,065 | (717,693)
| Chargeable gains/(losses) | (92,333) | -
| Other differences leading to an increase (decrease) in the tax charge | 429 | (82,261)
| TOTAL TAX CHARGE FOR THE YEAR | 134,432 | (368,402)
| FACTORS THAT MAY AFFECT FUTURE TAX CHARGES
There were no factors that may affect future tax charges. Page 24
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
12. | DIVIDENDS
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Dividends | 1,949,628 | -
|  | 1,949,628 | -
13. | TANGIBLE FIXED ASSETS
|  | Freehold property | Plant and machinery | Motor vehicles | Office equipment | Total
|  | £ | £ | £ | £ | £
| COST OR VALUATION |  |  |  |  |
| At 1 November 2023 | 832,611 | 3,130,948 | 1,068,992 | - | 5,032,551
| Additions | - | 205,098 | 390,835 | 15,486 | 611,419
| Disposals | - | (525,989) | (462,979) | - | (988,968)
| At 31 October 2024 | 832,611 | 2,810,057 | 996,848 | 15,486 | 4,655,002
| DEPRECIATION |  |  |  |  |
| At 1 November 2023 | 32,610 | 1,026,060 | 805,829 | - | 1,864,499
| Charge for the year on owned assets | 1,331 | 313,643 | 91,990 | 3,097 | 410,061
| Disposals | - | (306,961) | (343,543) | - | (650,504)
| At 31 October 2024 | 33,941 | 1,032,742 | 554,276 | 3,097 | 1,624,056
| NET BOOK VALUE |  |  |  |  |
| At 31 October 2024 | 798,670 | 1,777,315 | 442,572 | 12,389 | 3,030,946
| At 31 October 2023 | 800,001 | 2,104,888 | 263,163 | - | 3,168,052
Page 25
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024 13.TANGIBLE FIXED ASSETS (CONTINUED)
| The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Plant and machinery | 2,059,303 | 1,685,308
|  | 2,059,303 | 1,685,308
Cost or valuation at 31 October 2024 is as follows:
|  |  | Land and buildings
|  |  | £
|  | AT COST | 138,017
|  | AT VALUATION: |
|  | Revaluation 2024 | 694,594
|  |  | 832,611
14. | STOCKS
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Raw materials and consumables | - | 314,536
|  | - | 314,536
Page 26
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
15. | DEBTORS
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Trade debtors | 1,891,034 | 1,502,593
| Amounts owed by group undertakings | 791,756 | 2,705,384
| Other debtors | 1,959,964 | 439,514
| Prepayments and accrued income | 13,037 | 59,224
| Amounts recoverable on long-term contracts | 6,092,919 | 4,198,278
| Tax recoverable | - | 149,640
| Deferred taxation | 100,485 | 235,250
|  | 10,849,195 | 9,289,883
16. | CASH AND CASH EQUIVALENTS
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Cash at bank and in hand | 1,184,593 | 642,005
| Less: bank overdrafts | (286,348) | (31,773)
|  | 898,245 | 610,232
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Bank overdrafts | 286,348 | 31,773
| Trade creditors | 5,391,771 | 3,155,308
| Other taxation and social security | 711,660 | 229,334
| Obligations under finance lease and hire purchase contracts | 492,413 | 394,117
| Other creditors | 15,214 | 94,020
| Accruals and deferred income | 375,747 | 1,260,498
|  | 7,273,153 | 5,165,050
Page 27
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other loans | 800,000 | -
| Net obligations under finance leases and hire purchase contracts | 615,964 | 652,862
|  | 1,415,964 | 652,862
19. | LOANS
| Analysis of the maturity of loans is given below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| AMOUNTS FALLING DUE 2-5 YEARS |  |
| Other loans | 800,000 | -
|  | 800,000 | -
|  | 800,000 | -
| IIncluded within other loans is a loan from a director for £800,000. Interest is charged at a fixed rate of 9%, the balance is payable upon the loan termination date August 2029.
20. | HIRE PURCHASE AND FINANCE LEASES
| Minimum lease payments under hire purchase fall due as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Within one year | 439,674 | 393,998
| Between 1-5 years | 615,964 | 652,862
|  | 1,055,638 | 1,046,860
| Hire purchase liabilities are secured against the assets to which they relate.
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ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
21. | DEFERRED TAXATION
|  | 2024 | 2023
|  | £ | £
| At beginning of year | 235,250 | -
| Charged to profit or loss | (134,765) | 235,250
| AT END OF YEAR | 100,485 | 235,250
| The deferred tax asset is made up as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fixed asset timing differences | (534,307) | (568,561)
| Short term timing differences | 1,267 | 2,217
| Capital gains/(losses) | (132,819) | (133,152)
| Losses and other deductions | 766,344 | 934,746
|  | 100,485 | 235,250
22. | PROVISIONS
|  | Loss making contract provision
|  | £
| At 1 November 2023 | 197,309
| Charged to profit or loss | (197,309)
| AT 31 OCTOBER 2024 | -
| Loss making contract provisions relate to long term contracts that are expected to be loss making and the full loss has been provided for.
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ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
23. | CONTINGENT LIABILITIES
Following the acquisition of the company’s shares on 15th November 2022 the new owners had a review undertaken of the employment status of the workers and the application of the Off Payroll Working legislation. The result of that review is different to the previous owner’s original determination and it is believed that a number of workers should have been treated as employees, rather than self-employed, and that a number of limited companies fell within the Off Payroll Working legislation. The company has disclosed this to HMRC. Since this review, the relevant individuals and limited companies have been processed through payroll in which tax and national insurance has been deducted at source. Where the workers have correctly submitted self assessment tax returns or corporation tax returns, any tax and national insurance paid by the worker can be offset against the liability due under the employment status and ff payroll working legislation. The net liability to HMRC will therefore be the difference between the maximum liability if the worker was treated as an employee and the amount already paid by the workers via their self assessment or corporation tax filings. If the workers have correctly filed their tax returns, the liability could be close to zero. As it is currently unknown what the workers have declared, the exact liability cannot be reliably measured and it is thus considered contingent. The maximum liability if no earnings have been declared by the worker is £425,463 for workers operating via personal service companies and £497,016 for self employed workers. It is expected that given the time taken to agree with HMRC, and the likelihood of extended payment terms, any liability will not need to be fully settled within the next 18 months.
24. | SHARE CAPITAL
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | ALLOTTED, CALLED UP AND FULLY PAID |  |
|  | 8,500 (2023: 100) Ordinary A shares of £0.01 each | 85 | 1
|  | 1,500 (2023: ) Ordinary B shares of £0.01 each | 15 | -
|  |  | 100 | 1
The company has issued 85 Ordinary B shares, which were fully paid at a total subscription value of £600,000, equating to a value of £7,059 per share and 15 Ordinary A shares, which were fully paid at a total subscription value of £85, equating to a value of £1 per share. Page 30
ROADFORM CIVIL ENGINEERING COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 OCTOBER 2024
25. | RESERVES
Share premium account Share premium represents the amount received by the company for shares issued in excess of their nominal value, net of any associated issue costs. Revaluation reserve Revaluation reserve represents unrealised gains in respect of freehold property revaluation net of deferred taxes. Capital redemption reserve The capital redemption reserve results from the re-purchase of 1 ordinary share in the prior year. Profit and loss account The profit and loss account includes all current and prior period retained profits and losses.
26. | PENSION COMMITMENTS
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £109,145 (2023: £97,348). Contributions toalling £15,214 (2023: £8,868) were payable at the reporting date and are included in creditors.
27. | RELATED PARTY TRANSACTIONS
| During the year a Director was paid £72,000 in the year of interest on a loan.
28. | CONTROLLING PARTY
At the balance sheet date the company was controlled by Sandbanks Group Holdings Limited which owned 85% of the allotted share capital of the company.
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