The directors present the strategic report for the year ended 31 March 2025.

Middlesex Facades Limited specialises in facades, cladding, and roofing solutions for commercial offices, residential apartment blocks, and data centres. The company primarily serves tier-one contractors in London and the South of England.

For the financial year ended 31 March 2025, Middlesex Facades Limited achieved a turnover of £26,743,298 (2024: £21,455,741). Despite the administration of ISG Group in September 2024, which resulted in a bad debt write-off of £1,998,374 as at 31 March 2025, the company demonstrated resilience by securing direct contracts with clients from former ISG sites. This proactive response allowed the company to maintain its project pipeline and sustain operational momentum.

The company continues to benefit from its strong reputation for quality and reliability, as evidenced by an expanding portfolio of larger contracts and a solid pipeline. Middlesex Facades Limited remains focused on driving growth in the commercial and residential sectors while exploring opportunities in new markets such as modular construction and eco-friendly building systems.

The identification, assessment, and management of risks are central to the execution of Middlesex Facades Limited’s business strategy. The company operates in an inherently high-risk industry and continuously monitors and addresses these risks to minimise adverse impacts on its operations and financial performance. The key risks and mitigation strategies include:

1. Construction Risk

The construction industry faces complex project management challenges, including delays, cost overruns, and quality issues. Middlesex Facades Limited addresses these risks through:

• Proven Supply Chain: Working with a well-established network of trusted suppliers and subcontractors to ensure consistent delivery of materials and services.

• Robust Project Monitoring: Conducting monthly cost reviews for all projects to ensure they remain on budget and within scope.

• Proactive Issue Resolution: Implementing an early warning system to identify potential project delays or deviations and taking corrective actions promptly.

2. Financial Risk

The company recognises the importance of maintaining financial stability to sustain operations and growth:

• Liquidity Management: Regular review of cash flow projections to ensure sufficient working capital. Maintaining contingency funding arrangements to address unexpected financial pressures.

• Bad Debt Risk: The administration of ISG Group highlighted the importance of credit risk management. The company has enhanced its due diligence procedures and credit terms for new clients to reduce exposure to bad debts.

3. Market Risk

The construction industry is sensitive to economic fluctuations, which can affect demand for commercial and residential projects. The company mitigates market risks by:

• Diversifying its client base to include both public and private sector projects.

• Expanding into new market segments, such as modular construction and sustainable building solutions, to capitalise on emerging trends.

• Building a strong pipeline of contracts to ensure stable revenue streams.

 4. Regulatory and Compliance Risk

The construction sector is subject to extensive regulations, including building standards, health and safety laws, and environmental legislation. Middlesex Facades Limited ensures compliance by:

• Staying updated on regulatory changes through membership in industry bodies and regular training programs.

• Employing dedicated compliance officers to oversee adherence to applicable laws and regulations.

• Implementing robust health and safety policies, ensuring a safe working environment for employees and subcontractors.

5. Labour Risk

The industry faces a shortage of skilled labour, which can delay projects and increase costs. Middlesex Facades Limited addresses this risk by:

• Investing in apprenticeship schemes and on-the-job training to develop a pipeline of skilled workers.

• Offering competitive remuneration and benefits packages to attract and retain top talent.

• Partnering with industry training bodies to access a wider pool of qualified professionals.

6. Supply Chain Disruption Risk

Delays or cost increases in the supply chain can significantly affect project delivery. The company mitigates this risk through:

• Maintaining diversified supplier relationships to avoid over-reliance on a single source.

• Pre-ordering critical materials and maintaining inventory buffers where possible.

• Regularly reviewing supplier performance to ensure reliability and quality.

Section 172 (1) Statement

The directors have acted in a way that they considered, in good faith, to be most likely to promote the success of the Company for the benefit of its members as a whole and, in doing so, had regard, amongst other matters, to those matters set out in section 172(1)(a) to (f) of the" Companies Act 2006, being:

• the likely consequences of any decision in the long term;

• the need to foster the Company's business relationships with suppliers, customers and others; the impact of the Company's operations on the community and the environment;

• the desirability of the Company maintaining a reputation for high standards of business conduct; and 

• the need to act fairly as between members of the Group.

Stakeholder Engagement

Middlesex Facades Limited recognises that the success of its business is intrinsically linked to the strength of its relationships with key stakeholders. Building and nurturing these relationships with professionalism, integrity, and fairness ensures the long-term sustainability of the business. Below is an overview of how Middlesex Facades Limited engages with its stakeholders and incorporates their input into decision-making:

1. Employees

Employees are the backbone of Middlesex Facades Limited’s operations, and their engagement is critical to delivering high-quality projects and maintaining the company’s reputation. Key initiatives include:

• regular communication;

• feedback mechanisms;

• professional development; and

• health, safety and well-being. 

2. Customers

Middlesex Facades Limited’s customers are primarily tier-one contractors and property developers who demand consistent delivery of high-quality projects. The company engages with its customers to build lasting partnerships based on trust and excellence:

• tailored solutions;

• proactive communication;

• customer feedback; and

• commitment to excellence. 

3.  Suppliers and Subcontractors

The company relies on a network of trusted suppliers and subcontractors to deliver materials and services critical to its operations. Engagement with these partners ensures seamless project execution:

• collaborative relationships;

• clear relationships;

• clear expectations;

• regular performance reviews; and

• fair dealing. 

4. Shareholders

As owners of the business, shareholders are key stakeholders whose interests align with the long-term success of the company. Middlesex Facades Limited engages shareholders through: 

• Regular communication; and

• transparent reporting.

5. Regulators and Industry Bodies

Compliance with legal and regulatory requirements is non-negotiable, and engaging with regulators ensures the company remains aligned with industry standards:

• proactive compliance; and

• membership in industry organisations. 

Middlesex Facades Limited integrates stakeholder feedback into its decision-making processes to balance competing interests and ensure long-term success.

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.

Ordinary dividends were paid amounting to £1,720,499. The directors do not recommend payment of a final 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 are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

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

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

• 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 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.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

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 Middlesex Facades Limited for the year ended 31 March 2025 which comprise the Profit and Loss Account, Statement of Comprehensive Income, Balance Sheet, Statement of Changes of Equity, Statement of Cash Flows 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 (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its profit/(loss) for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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 entity's ability to continue as a going concern for a period of at least 12 months from when the financial statements are authorised for issue.

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

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

In 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 or returns; or

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

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

As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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.

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

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

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures in response to those risks. This includes obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The primary responsibility however, for the prevention and detection of fraud, rests with those charged with governance and executive management of the entity. In identifying and assessing the risks of material misstatements in respect of irregularities, including fraud and non-compliance with laws and regulations we considered the following:

• We obtained an understanding of the legal and regulatory framework applicable to the Company. We determined the most significant are those relating to the financial reporting framework (namely the Companies Act 2006, UK GAAP and the application of FRS102), HMRC tax compliance in the UK and EU General Data Protection Regulation.

• We developed an understanding of how Middlesex Facades Limited is complying with those frameworks by making enquiries of those charged with governance and executive management. We corroborated our enquiries through correspondence with third party entities where relevant and available.

• We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur, at the planning stage of the audit by meeting with executive management to understand where they considered there to be fraud risk and susceptibility. We also reviewed budgeted projections and actual outturn against prior year budget to determine if there were any anomalies. Where we considered audit risk to be higher we undertook tests to mitigate each identified risk.

• We assessed the internal control environment established to mitigate risks of fraud or non-compliance with laws and regulations. In addition to this we evaluated compliance with laws and regulations and made enquiries of any non-compliance.

• With regard to detection and responding to fraud we made enquiries of those charged with governance and executive management as to whether there was any knowledge of actual, suspected or alleged fraud.

• We undertook discussions amongst the audit engagement team with respect to how and where fraud might occur in the financial statements and what the likely indicator would be.

• As result of the procedures noted above we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud to be in the timing of recognition of income; posting of unusual journals; and management override on internal controls.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would be to become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or international misrepresentations, or through collusion.

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 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 that we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

The notes on pages 15 to 23 form part of these financial statements.

The notes on pages 15 to 23 form part of these financial statements.

The notes on pages 15 to 23 form part of these financial statements.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The notes on pages 15 to 23 form part of these financial statements.

The notes on pages 15 to 23 form part of these financial statements.

Middlesex Facades Limited is a private company limited by shares incorporated in England and Wales. The registered office is Darwin House, Bourne End Business Park, Cores End Road, BOURNE END, SL8 5AS.

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.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company 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 services provided in the normal course of business, and is shown net of VAT.

Revenue from construction contracts is recognised over time using the Output method to measure progress toward satisfaction of performance obligations. This method reflects the value of work completed to date, based on Contract Valuation certified by the customer.

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation.

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

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

Cash at bank and in hand are basic financial assets and include cash in hand and deposits held with banks.

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Basic financial assets, which include debtors and cash and bank balances, are measured at transaction price including transaction costs. Financial assets are classified as receivable within one year and 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 company 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 company after deducting all of its liabilities.

Basic financial liabilities, including creditors, are recognised at transaction price. Financial liabilities are classified as payable within one year and are not amortised.

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 company’s contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the company 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 company.

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

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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

The costs of short-term employee benefits are recognised as a liability and an expense.

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

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 leases asset are consumed.

The preparation of the financial statements requires the company to make judgements, estimates and assumptions that affect items reported. Such estimates and assumptions are based on management's best knowledge of current facts, circumstances and future events. Actual results may differ, possibly significantly, from those estimates.

Contract accounting requires estimates to be made for contract costs and income. In many cases, these contractual obligations span more than one financial period. Also the costs and income may be affected by a number of uncertainties that depend on the outcome of future events and may need to be revised as events unfold and uncertainties are resolved. Management bases its estimation of costs and income and its assessment of the expected outcome of each contractual obligation on the latest available information. This includes detailed contract valuations, forecasts of the costs to complete, variations and claims with customers and progress against agreed programme of works. The reliable estimates of the contract position, reflecting both the forecasted costs and the forecasted revenue on each contract, and the profit or loss earned to date are updated regularly and significant changes are highlighted through established internal reporting and review procedures. The impact of any change in the accounting estimates is then reflected in the financial statements. In deriving a reliable estimate, revenue is recognised to the extent that amounts forecast from variation and claims are agreed or considered, in management's judgement, probable to be agreed.

The average monthly number of persons (including directors) employed by the company during the year was:

Their aggregate remuneration comprised:

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:

Included within bank loans is £nil (2024 - £28,869) secured over a property owned by the company.

The long-term loans are secured by a fixed and floating charge over the property or undertakings of the company.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

Both classes of shares have equal voting rights and are entitled to dividends as decided at a general meeting.

At the balance sheet date included in Debtors is an amount was owed by member of the Group, Middlesex Facades Holdings Limited of £nil (2024: £400).

At the balance sheet date, an amount of £247,580 (2024: £nil) was owed to a member of the group, Middlesex Facades Holdings Limited. This liability is included within creditors: amounts falling due within one year, under other borrowings.

Middlesex Limited shares directors with Middlesex Facades Limited. Included in Trade Debtors at the balance sheet date is an amount owing to Middlesex Facades Limited of £35,489 (2024: £50,620). At the year end, included in Trade Creditors is an amount owed to Middlesex Limited of £127,981 (2024: £28,127).  During the year there was sales made to Middlesex Limited of £81,939 (2024: £1,297,774) and purchases of £459,227 (2024: £297,432).

At the balance sheet date, an amount of £126,317 (2024: £126,317) was owed to Middlesex Limited. This liability is included within creditors: amounts falling due within one year, under other borrowings.

At the balance sheet date a director owed the company £nil (2024: £180,228). Interest has been charged on the loan at the prescribed HMRC rate of 2%. The total interest charged on the loan was £nil (2024: £1,228).