REGISTERED NUMBER: SC409613 (Scotland)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 30 September 2025

for

UBCivils Ltd

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Statement of Comprehensive Income

10

Consolidated Balance Sheet

12

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Company Statement of Changes in Equity

15

Consolidated Cash Flow Statement

16

Notes to the Consolidated Cash Flow Statement

17

Notes to the Consolidated Financial Statements

19

DIRECTORS:

Colin Peteranna

Iain Peteranna

SECRETARY:

Colin Peteranna

REGISTERED OFFICE:

38 Longman Drive

Inverness

IV1 3SU

REGISTERED NUMBER:

SC409613 (Scotland)

AUDITORS:

Stevenson & Kyles

Chartered Accountants

Statutory Auditor

25 Sandyford Place

Glasgow

G3 7NG

The directors present their strategic report of the company and the group for the year ended 30 September 2025.

REVIEW OF BUSINESS

Over our first fourteen years we have achieved steady growth, building our team organically and growing our market share within the limited and competitive economy of the Highlands. We now have an established business with a solid foundation and excellent growth potential to be realised through the major energy projects coming to the Highlands and Islands over the next decade.

Results

Total revenues of £15.1m for the 12 months to 30 September 2025 increased by £2.8m on the previous year. Profit before taxation items was £846k.

Business operation

Our management team are very familiar with the local aspects & logistics and have completed many projects in this region over the last thirty-five years. With our head office in Inverness, we can offer a high level of support to our site management teams across the Highlands.

Our main focus has always been on the technical capability to deliver. We have the experienced and qualified personnel, past projects and specialist knowledge of the best methods of delivery that are suited to the remoteness, terrain and weather of the Highlands and Islands. All our workforce live locally and we have reliable local supply chain.

Competition and consumer trends

In recent times the economy of the Highlands has been fairy restricted. There are many local and non-local companies competing for the available civil engineering work creating a challenging environment. However, our Safety First approach, coupled with our attention to detail and good business behaviours have allowed us to attract the right talent and grow our market share through repeat business and new clients.

Health and safety

Our approach to safety is simple: SAFETY FIRST. At no time are UBCivils management, employees or contractors allowed to compromise safety on any job irrespective of time or cost.

Our most important duty is to keep our workforce safe and allow them to return home in good health every day. We have built a solid and effective safety culture that delivers this. Supported by significant investment in training & development, external safety auditors and investment in the latest plant, technology and innovation.

Environmental matters

It is the policy of UBCIVILS to manage its activities in such a way that reduces their environmental impact to a practical minimum.

We are committed to continuous improvement of our environmental performance including prevention of pollution at source wherever and whenever possible and intend to achieve this by setting clear Environmental objectives and regularly monitoring progress against them.

PRINCIPAL RISKS AND UNCERTAINTIES

The company is exposed to a moderate level of price competition as is the nature of the construction market. The company manages this risk by striving for a high level of service and enabling a repeat negotiated work within long term business relationships.

The company's exposure to credit risk, liquidity risk and cash flow risk is at a relatively low level. The company manages these risks by working with reputable and stable clients as well as financing our operations through retained profits with monitoring and forecasting of cash flow.

FINANCIAL INSTRUMENTS

The main financial instruments of the company are contracts/commercial certificates, trade debtors/creditors and bank balances. These are managed and monitored through our internal control procedures, forecasts, detailed management accounts and monthly contract review meetings. The senior management team are in regular communication with our competent and experienced commercial and financial staff to ensure that matters are being dealt with effectively.

ON BEHALF OF THE BOARD:

Colin Peteranna - Director

2 December 2025

The directors present their report with the financial statements of the company and the group for the year ended 30 September 2025.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of civil engineering work and plant hire.

DIVIDENDS

The total distribution of dividends for the year ended 30 September 2025 is £175,000 (2024- £nil).

DIRECTORS

The directors during the year under review were:

Colin Peteranna

Iain Peteranna

The beneficial interests of the directors holding office on 30 September 2025 in the issued share capital of the company were as follows:

30.9.25

1.10.24

Ordinary £1 shares

Colin Peteranna

40

40

Iain Peteranna

25

25

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Stevenson & Kyles, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Colin Peteranna - Director

2 December 2025

Opinion

We have audited the financial statements of UBCivils Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2025 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 30 September 2025 and of the group's profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

Matters on which we are required to report by exception

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

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

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

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

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

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

Responsibilities of directors

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

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

Auditors' responsibilities for the audit of the financial statements

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

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

Auditor's approach to assessing the risks of material misstatement due to irregularities

We obtained an understanding of the legal and regulatory frameworks that are applicable to the entity. Those that have a direct impact include: FRS 102, Companies Act 2006, UK tax laws. Those that have an indirect impact include: employment matters, health and safety regulations, data protection laws, quality management standards and environmental management standards. We then considered the extent to which non-compliance might have a material effect on the financial statements.

We assessed the risk of material misstatement in respect of fraud and made enquiries of management as to the existence of, or any evidence of, actual or suspected instances of fraud. Based on the auditing standards we addressed two fraud risks that were relevant to our audit, in relation to revenue recognition and management override of controls.

Audit procedures designed to respond to the risk of non-compliance with laws and regulations

Based on the results of our risk assessment we designed audit procedures to identify non-compliance with such laws and regulations identified above. We made enquiries of management and those charged with governance as to any non-compliance and corroborated responses given by review of relevant certificates and correspondence. We reviewed the legal costs incurred by the client for evidence of any undisclosed matters.

Compliance with the requirements of the accounting standards and Company Law in terms of the form and content of the accounts was ensured using disclosure checklists and through vouching of disclosures to supporting documentation.

Audit procedures designed to respond to the risk of fraud

In response to the risk of fraud through management override, we incorporated testing of manual journal entries into our audit approach. In order to address the risk of fraud in relation to recognition of revenue we undertook substantive testing of revenues.

Considerations around likelihood of detection

There are inherent difficulties in the audit process described above to detect the existence of irregularities. We have mitigated these limitations by assessing the adequacy of the company's internal controls and by the nature, timing and extent of the audit procedures involved, by introducing an element of unpredictability in our sampling and testing.

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

Use of our report

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

Mr Mark Dunn CA (Senior Statutory Auditor)

for and on behalf of Stevenson & Kyles

Chartered Accountants

Statutory Auditor

25 Sandyford Place

Glasgow

G3 7NG

2 December 2025

TURNOVER

15,122,732

12,359,200

Cost of sales

11,855,365

9,788,487

GROSS PROFIT

3,267,367

2,570,713

Administrative expenses

2,387,629

1,675,648

879,738

895,065

Other operating income

-

20,695

OPERATING PROFIT

4

879,738

915,760

Interest receivable and similar income

30,492

23,147

910,230

938,907

Interest payable and similar expenses

5

64,762

60,407

PROFIT BEFORE TAXATION

845,468

878,500

Tax on profit

6

211,900

218,683

PROFIT FOR THE FINANCIAL YEAR

633,568

659,817

OTHER COMPREHENSIVE INCOME

-

(305,000

)

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

(305,000

)

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

633,568

354,817

Profit attributable to:

Owners of the parent

633,568

659,817

Total comprehensive income attributable to:

Owners of the parent

633,568

354,817

FIXED ASSETS

Tangible assets

9

2,200,645

2,010,707

Investments

10

-

100

2,200,645

2,010,807

CURRENT ASSETS

Debtors

11

3,243,508

2,583,638

Cash at bank and in hand

2,645,060

2,139,174

5,888,568

4,722,812

CREDITORS

Amounts falling due within one year

12

2,855,444

1,722,195

NET CURRENT ASSETS

3,033,124

3,000,617

TOTAL ASSETS LESS CURRENT LIABILITIES

5,233,769

5,011,424

CREDITORS

Amounts falling due after more than one year

13

(195,164

)

(479,208

)

PROVISIONS FOR LIABILITIES

15

(544,893

)

(497,072

)

NET ASSETS

4,493,712

4,035,144

CAPITAL AND RESERVES

Called up share capital

16

170

170

Capital redemption reserve

17

30

30

Retained earnings

17

4,493,512

4,034,944

SHAREHOLDERS' FUNDS

4,493,712

4,035,144

The financial statements were approved by the Board of Directors and authorised for issue on 2 December 2025 and were signed on its behalf by:

Colin Peteranna - Director

FIXED ASSETS

Tangible assets

9

2,200,645

2,010,707

Investments

10

-

100

2,200,645

2,010,807

CURRENT ASSETS

Debtors

11

3,244,823

2,583,638

Cash at bank and in hand

2,643,645

2,137,749

5,888,468

4,721,387

CREDITORS

Amounts falling due within one year

12

2,855,444

1,721,995

NET CURRENT ASSETS

3,033,024

2,999,392

TOTAL ASSETS LESS CURRENT LIABILITIES

5,233,669

5,010,199

CREDITORS

Amounts falling due after more than one year

13

(195,164

)

(479,208

)

PROVISIONS FOR LIABILITIES

15

(544,893

)

(497,072

)

NET ASSETS

4,493,612

4,033,919

CAPITAL AND RESERVES

Called up share capital

16

70

70

Capital redemption reserve

17

30

30

Retained earnings

17

4,493,512

4,033,819

SHAREHOLDERS' FUNDS

4,493,612

4,033,919

Company's profit for the financial year

634,693

659,817

The financial statements were approved by the Board of Directors and authorised for issue on 2 December 2025 and were signed on its behalf by:

Colin Peteranna - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 October 2023

200

3,680,127

-

3,680,327

Changes in equity

Issue of share capital

(30

)

-

-

(30

)

Total comprehensive income

-

354,817

30

354,847

Balance at 30 September 2024

170

4,034,944

30

4,035,144

Changes in equity

Dividends

-

(175,000

)

-

(175,000

)

Total comprehensive income

-

633,568

-

633,568

Balance at 30 September 2025

170

4,493,512

30

4,493,712

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 October 2023

100

3,679,002

-

3,679,102

Changes in equity

Issue of share capital

(30

)

-

-

(30

)

Total comprehensive income

-

354,817

30

354,847

Balance at 30 September 2024

70

4,033,819

30

4,033,919

Changes in equity

Dividends

-

(175,000

)

-

(175,000

)

Total comprehensive income

-

634,693

-

634,693

Balance at 30 September 2025

70

4,493,512

30

4,493,612

Cash flows from operating activities

Cash generated from operations

1

1,279,581

1,486,595

Interest element of hire purchase payments paid

(64,762

)

(60,407

)

Tax paid

(208,107

)

(92,760

)

Net cash from operating activities

1,006,712

1,333,428

Cash flows from investing activities

Purchase of tangible fixed assets

(696,480

)

(409,328

)

Sale of tangible fixed assets

104,499

6,020

Sale of fixed asset investments

100

-

-

(304,970

)

Interest received

30,492

23,147

Net cash from investing activities

(561,389

)

(685,131

)

Cash flows from financing activities

Capital repayments in year

173,163

(116,311

)

Amount introduced by directors

62,400

-

Amount withdrawn by directors

-

(2,299

)

Share issue

-

(30

)

Equity dividends paid

(175,000

)

-

Net cash from financing activities

60,563

(118,640

)

Increase in cash and cash equivalents

505,886

529,657

Cash and cash equivalents at beginning of year

2

2,139,174

1,609,517

Cash and cash equivalents at end of year

2

2,645,060

2,139,174

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

2025

2024

£

£

Profit before taxation

845,468

878,500

Depreciation charges

389,546

356,424

Loss on disposal of fixed assets

12,497

6,012

Finance costs

64,762

60,407

Finance income

(30,492

)

(23,147

)

1,281,781

1,278,196

Increase in trade and other debtors

(659,870

)

(402,821

)

Increase in trade and other creditors

657,670

611,220

Cash generated from operations

1,279,581

1,486,595

2.	CASH AND CASH EQUIVALENTS

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

Year ended 30 September 2025

30.9.25

1.10.24

£

£

Cash and cash equivalents

2,645,060

2,139,174

Year ended 30 September 2024

30.9.24

1.10.23

£

£

Cash and cash equivalents

2,139,174

1,609,517

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.10.24

Cash flow

At 30.9.25

£

£

£

Net cash

Cash at bank and in hand

2,139,174

505,886

2,645,060

2,139,174

505,886

2,645,060

Debt

Finance leases

(1,002,979

)

(173,163

)

(1,176,142

)

(1,002,979

)

(173,163

)

(1,176,142

)

Total

1,136,195

332,723

1,468,918

1.	STATUTORY INFORMATION

UBCivils Ltd is a private company, limited by shares , registered in Scotland. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

The principal activities of the company in the year under review were those of civil engineering work and plant hire.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation

The group financial statements incorporate the financial statements of the company and its subsidiaries. Entities are consolidated on the basis of majority control. All intra-group transactions and balances between group companies are eliminated on consolidation. All financial statements are made up to 30 September 2025 and the group financial statements cover the period from 1 October 2024 to 30 September 2025, with the comparative period being from 1 October 2023 to 30 September 2024. Where necessary, adjustments are made to the financial statements of the subsidiary to bring accounting policies used into line with those used by the parent company.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Plant and machinery

-

15% on reducing balance

Motor vehicles

-

25% on reducing balance

Financial instruments

Basic financial instruments, including debtors and creditors with no stated interest rate and receivable or payable within one year, are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in administrative expenses.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.