| REGISTERED NUMBER: |
| BAXALL CONSTRUCTION LTD |
| STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| REGISTERED NUMBER: |
| BAXALL CONSTRUCTION LTD |
| STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 5 |
| Report of the Independent Auditors | 7 |
| Income Statement | 10 |
| Other Comprehensive Income | 11 |
| Balance Sheet | 12 |
| Statement of Changes in Equity | 13 |
| Cash Flow Statement | 14 |
| Notes to the Cash Flow Statement | 15 |
| Notes to the Financial Statements | 16 |
| BAXALL CONSTRUCTION LTD |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants and |
| Statutory Auditors |
| 2 Lakeview Stables |
| Lower St. Clere |
| Kemsing |
| Sevenoaks |
| Kent |
| TN15 6NL |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| The directors present their strategic report for the 12 month period ended 31st March 2025. |
| REVIEW OF BUSINESS |
| Baxall Construction Ltd having completed over 60 years of trading continues to develop as a sustainable, high achieving construction company, despite the challenges the industry has and continues to face. |
| Our Financial KPI's for this year are as follows: |
| - Revenue (Turnover): £38.9M |
| - Net Profit: £872K (2.2%) |
| - Balance Sheet: £752K |
| - Secured and Probable Turnover 2025/6: £59.1M |
| - Secured and Probable Turnover 2026/7: £24.7M |
| - Payment Terms to Supply Chain are being maintained at less than 30 days |
| - No Contractual Disputes |
| We have achieved a turnover growth of 32% this year which is as a result of projects that had slipped in the previous year finally getting under way. This growth brings us back in line with our Vision 2030, which with our current projection for 2025/6 being circa £56M which exceeds our target of £50M and more importantly our net profit target of 2% for 2024/5 was exceeded. We are on track to achieve our net profit target of 4% for 2025/6. The Vision 2030 is to achieve a turnover in the region of £80M and an 8% net profit, achieved through efficiency improvements, increasing directs works, facilities management, whole life support services and inhouse design. |
| The pipeline opportunities remain strong at circa £340M which is a result of our focus on early engagement with both Public and Private Clients. This enables us to be confident in our pipeline over the next 2 - 3 years. The implementation of our Marketing Plan has been a highlight of our strategic direction over the last few years and has accelerated our drive to deliver a more sustainable business model, which benefits all, Baxall, Supply Chain and Customers. |
| The Company continues to focus on procuring work through early engagement and open book procurement with established Clients, including Frameworks. We have also been successful in securing single stage competitive tenders and the average size of contract value has increased in line with our Strategic Business Plan. |
| Baxall continue to strengthen their framework capability on a range of both national and regional authorities including the DfE Framework for London, Kent, Sussex, Surrey, the MET Police Framework (MPS), NHS, Pagabo and LHC, which along with the Kent County Council Principal Contractors Framework, service the capital construction programmes for Local Authorities and Public Services Providers throughout Kent, Sussex, Surrey and London. |
| We continue to develop our capabilities in all sectors including Education, Infrastructure, Housing, Health, Community, Retrofit and Heritage for both Public and Private sector clients, with a target of keeping a balanced portfolio. |
| We have continued to recruit high calibre team members throughout the year, including graduates and apprentices, to support the continued growth in line with our business plan. This together with increased investment in training and development of all our staff, workforce and our supply chain, will provide for our continued expansion over the next few years and beyond. |
| The continued development of our IT capability enabling us to deliver our projects in BIM, as required by the Government's Construction Strategy 2025 and the Building Safety Act (BSA) has again been recognised in industry awards, but more importantly increasing the value we are able to offer our Clients. Our roadmap to full integration across the business is well under way and expected to be largely completed by the end of next year, although this will be ongoing as new software, AI and Machine Learning develops. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| We have continued the development of our Climate Emergency response which includes targeting net zero carbon by 2030 and a project with the University of Kent (UoK) on the Knowledge Transfer Partnership (KTP) Programme which is partly funded by the Innovation UK Fund set up by the Government to encourage business improvement through innovation. This project is now completed, and we are now putting this into practice as part of our Whole Life support offering to our clients. We have been successful in obtaining further funding from Innovate UK for another KTP with the UoK which is looking at the specific use of AI for Site Management which continues our commitment to greater efficiency and reduction in the cost. |
| Development of our Whole Life Solution Provider (Design, Construct, Maintain & Optimise) business model in the production of the Baxall Playbook, which is in line with the Construction Leadership Council (CLC) published playbook and value toolkit, is key to the development of a sustainable business model that also gives our customers true value in all aspects, not just the tender price. |
| Baxall completed an Employee Ownership (EOT) transaction back in December 2020 and concluded the buyout payments this year. This has been achieved without incurring any debt. The EOT has proved to be particularly well suited to the Baxall business model and its culture, that relies so much on its people for success. The Senior Management Team have reviewed the company vision and established a Baxall 2030 Vision which is now being developed and delivered, which puts the future of Baxall and all it stands for in a very positive place. |
| We would like to refer users to the Company website www.baxallconstruction.co.uk and LinkedIn for further information on the current activities of the business. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| Financial Risk Management |
| The Company is involved in construction projects which span more than one accounting period. The profit on these contracts is allocated over the period of the contract with financial shortfalls highlighted as soon as they become apparent. This process requires the Company to estimate future profits on contracts. Whilst these are estimates they are calculated by our professionally qualified Quantity Surveyors and verified by Contracts Managers/Directors within the business. There are clear processes and procedures in place to ensure that from the very start of the tendering process to project completion, the project margin is constantly monitored and reviewed. |
| The Company monitors cash flow continuously to maintain a good level of liquidity and strict credit control policies are in place. It is our policy to pay all suppliers on time or before, wherever possible. |
| Financial performance is closely monitored through the combination of monthly reporting both at individual contract level and overall profitability. The Board of Directors review all key financial data monthly. |
| Other Risks |
| We are actively addressing the risk of cyber-attacks and increasing the security of all our IT systems, which has enabled us to achieve Cyber Essential Plus status. This focus has also included our Supply Chain and the setting up of enhanced processes to ensure external threats are picked up and acted upon. |
| We have increased our credit checking on key suppliers to ensure we manage the risk of their possible insolvency. We have introduced a regular review of who our Subcontractors are working for and whether this poses any potential risk to the Company. |
| Economic and Workload Uncertainties |
| We recognise the main uncertainties and risks to our forward workload and profit margins is dictated by the general economic situation and an element of need for continued austerity with respect to Government and Local Authority spending, which has been increased by the uncertainties created by a changing political environment, the Ukraine War, the instability in the Middle East, the effect of exchange rates, increasing prices, availability of skills, and insolvency of competitors. |
| We have put in place additional checks and balances to ensure we protect ourselves from these risks as they develop. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| Finally, we as a Board are strengthening our balance sheet, following the completion of the EOT buyout and with a strong cash position we are well set to deal with the current difficult trading conditions. We are committed to maintaining all payments to our supply chain within 30 days. |
| Our drive to improve efficiency in both design and delivery achieved by collaborative working in the BIM environment, coupled with the work we have been carrying out over the last 15 years in exploring modern methods of construction, alternative build solutions and more recently reduction in our carbon impact on the environment, is assisting us to reduce overall costs without compromising profitability, ensuring the sustainability of Baxall Construction as a business. |
| The Board of Directors remain confident that Baxall are well placed to maintain a sustainable organic expansion whilst delivering excellent service to our customers. |
| ON BEHALF OF THE BOARD: |
| 3 November 2025 |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| The directors present their report with the financial statements of the company for the year ended 31 March 2025. |
| DIVIDENDS |
| No interim dividends were paid on the ordinary £1 shares during the year. The directors recommend that no final dividend be paid on these shares. |
| No interim dividend was paid on the A ordinary £1 shares during the year. The directors recommend that no final dividend be paid on these shares. |
| No interim dividend was paid on the B ordinary £1 shares during the year. The directors recommend that no final dividend be paid on these shares. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 April 2024 to the date of this report. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the 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 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; |
| - | 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. |
| 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 company'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 company's auditors are aware of that information. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| AUDITORS |
| The auditors, Lakeview Southern Audit Limited, will be deemed to continue in office under the Companies Act 2006, s.487(2) |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| BAXALL CONSTRUCTION LTD |
| Opinion |
| We have audited the financial statements of Baxall Construction Ltd (the 'company') for the year ended 31 March 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the 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 company's affairs as at 31 March 2025 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 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 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 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 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 Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| BAXALL CONSTRUCTION LTD |
| 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 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, 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 Statement of Directors' Responsibilities set out on page five, 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 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. |
| 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: |
| We considered the central laws and regulations to the entity and identified those being of significance. We undertook an enquiry of management and those charged with governance to evaluate those of significance and any instances of non-compliance. |
| Through discussion and, where appropriate, written representation we obtained an understanding of the entity's policies and procedures in relation to fraud risks, including knowledge of any actual, suspected or alleged fraud. |
| The Senior Statutory Auditor has assessed that the engagement team collectively have the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations within the areas that they are responsible for testing. |
| Where necessary, documentation scrutiny was used to determine the significance of any instances with non-compliance of central laws and regulations and reviewed disclosures made in the financial statements to ensure these were appropriately made. We also reviewed the journals processed by the finance team and reviewed all transactions outside the normal course of the entity's business. |
| We 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. |
| Irregularities that result from fraud are inherently more difficult to detect from irregularities that result from error. |
| 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| BAXALL CONSTRUCTION LTD |
| 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. |
| for and on behalf of |
| Chartered Accountants and |
| Statutory Auditors |
| 2 Lakeview Stables |
| Lower St. Clere |
| Kemsing |
| Sevenoaks |
| Kent |
| TN15 6NL |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| INCOME STATEMENT |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 31.3.25 | 31.3.24 |
| as restated |
| Notes | £ | £ |
| TURNOVER | 4 |
| Cost of sales |
| GROSS PROFIT |
| Administrative expenses |
| 791,256 | (17,904 | ) |
| Other operating income | 5 |
| OPERATING PROFIT/(LOSS) | 7 | ( |
) |
| Interest receivable and similar income |
| PROFIT BEFORE TAXATION |
| Tax on profit | 8 |
| PROFIT FOR THE FINANCIAL YEAR |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| OTHER COMPREHENSIVE INCOME |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 31.3.25 | 31.3.24 |
| as restated |
| Notes | £ | £ |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| Note |
| Prior year adjustment | 9 | ( |
) |
| TOTAL COMPREHENSIVE INCOME SINCE LAST ANNUAL REPORT |
55,847 |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| BALANCE SHEET |
| 31 MARCH 2025 |
| 31.3.25 | 31.3.24 |
| as restated |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Tangible assets | 10 |
| Investments | 11 |
| Investment property | 12 |
| CURRENT ASSETS |
| Debtors | 13 |
| Cash at bank and in hand |
| CREDITORS |
| Amounts falling due within one year | 14 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| PROVISIONS FOR LIABILITIES | 18 |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 19 |
| Share premium | 20 |
| Retained earnings | 20 | 1,485,436 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| STATEMENT OF CHANGES IN EQUITY |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| Called up |
| share | Retained | Share | Total |
| capital | earnings | premium | equity |
| £ | £ | £ | £ |
| Balance at 1 April 2023 |
| Prior year adjustment | - | ( |
) | - | ( |
) |
| As restated |
| Changes in equity |
| Total comprehensive income | - | - |
| Payment to Employee Ownership |
| Trust | - | (1,374,000 | ) | - | (1,374,000 | ) |
| Balance at 31 March 2024 | 2,200,950 |
| Prior year adjustment | - | ( |
) | - | ( |
) |
| As restated |
| Changes in equity |
| Total comprehensive income | - | - |
| Payment to Employee Ownership |
| Trust | - | (1,503,999 | ) | - | (1,503,999 | ) |
| Balance at 31 March 2025 |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 31.3.25 | 31.3.24 |
| as restated |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | ( |
) |
| Tax paid | ( |
) | ( |
) |
| Net cash from operating activities | ( |
) |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | ( |
) | ( |
) |
| Interest received |
| Net cash from investing activities |
| Cash flows from financing activities |
| Amount withdrawn by directors | - | (222 | ) |
| EOT shareholders buyout | ( |
) | ( |
) |
| Net cash from financing activities | ( |
) | ( |
) |
| Increase/(decrease) in cash and cash equivalents | ( |
) |
| Cash and cash equivalents at beginning of year |
2 |
3,761,128 |
| Cash and cash equivalents at end of year | 2 | 1,422,653 | 568,135 |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Profit before taxation |
| Depreciation charges |
| Finance income | (66,257 | ) | (40,766 | ) |
| 848,882 | 43,929 |
| Decrease/(increase) in trade and other debtors | ( |
) |
| (Decrease)/increase in trade and other creditors | ( |
) |
| Cash generated from operations | ( |
) |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 March 2025 |
| 31.3.25 | 1.4.24 |
| £ | £ |
| Cash and cash equivalents | 1,422,653 | 568,135 |
| Year ended 31 March 2024 |
| 31.3.24 | 1.4.23 |
| as restated |
| £ | £ |
| Cash and cash equivalents | 568,135 | 3,761,128 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| At 1.4.24 | Cash flow | At 31.3.25 |
| £ | £ | £ |
| Net cash |
| Cash at bank and in hand | 568,135 | 854,518 | 1,422,653 |
| 568,135 | 1,422,653 |
| Total | 568,135 | 854,518 | 1,422,653 |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 1. | STATUTORY INFORMATION |
| Baxall Construction Ltd is a |
| 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 as modified by the revaluation of certain assets. |
| The company owns one non-trading subsidiary and has provided in full against the investment in that company. The financial statements are prepared for the company only as under section 402 of the Companies Act the company is exempt from preparing group accounts as the non-trading subsidiary is not material for the purpose giving a true and fair view under section 405 of the Companies Act. |
| Turnover |
| Turnover represents the net value of construction work carried out on long-term contracts. For details of how this is calculated, see below policy on Amounts Recoverable on Contracts. |
| Tangible fixed assets |
| Plant and machinery | - |
| Fixtures & fittings | - |
| Plant and fixtures are stated at cost less accumulated depreciation. |
| Investment property |
| Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
| Investment property is initially measured at cost, then subsequently measured at fair value at each reporting date with changes recognised in profit or loss. |
| Financial instruments |
| 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 entity after deducting all of its financial liabilities. |
| Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classified as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains and losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability. |
| Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Research and development |
| Expenditure on research and development is expensed in the year in which it is incurred. |
| Hire purchase and leasing commitments |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
| Where assets are financed by leasing agreements the assets are included in the company's balance sheet at cost less depreciation in accordance with the company's normal accounting policies. The present value of future rentals is shown as a liability. The interest element of rental obligations is charged to the profit and loss account over the period of the lease in proportion to the balance of the capital payments outstanding. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| Employee ownership trust |
| On 13 September 2020, Baxall Construction EOT Limited was incorporated and became the corporate trustee of Baxall Construction Employee Ownership Trust. On 15 December 2020, Baxall Construction EOT Limited acquired 100% of the share capital of Baxall Construction Ltd. The EOT buyout has now been completed. |
| This is shown as the £1 investment held by the company. This investment relates to the Baxall Construction EOT Limited, company number 12875651. Its registered office address is 2a Maidstone Road, Paddock Wood, Kent TN12 6BU. This is a dormant company held as nominee by Baxall Construction Ltd. This company acts as a trustee under section 138 Companies Act 2006. Baxall Construction Ltd will not exercise any rights attaching to its nominal shareholding in the trustee company without the consent of trustee directors. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Employee benefits |
| The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets. |
| The costs of any unused holiday entitlement is recognised in the period in which employee's services are received. |
| Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits. |
| Amounts recoverable on contracts |
| Amounts recoverable on contracts, which are included in debtors, are stated at the net sales value of the work done with reference to the stage of completion from valuations applied for in relation to the yearend date after provision for contingencies and anticipated future losses on contracts, less amounts received as progress payments on account. Excess progress payments are included in creditors as payments on account. Cost includes all direct expenditure and an appropriate proportion of fixed and variable overheads. |
| 3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
| The Company is involved in construction projects which span more than one accounting period. The income and associated costs on these contracts is reviewed over the period of the contract with financial shortfalls highlighted as soon as they become apparent. This process requires the Company to estimate . stage of completion and the corresponding expenses to the income. Whilst these are estimates they are calculated by our professionally qualified Quantity Surveyors and verified by Contracts Managers/Directors within the business. There are clear processes and procedures in place to ensure that from the very start of the tendering process to project completion, the project income and related expenditure is constantly monitored and reviewed. |
| The investment property is valued periodically by external surveyors between valuations the directors with their own building expertise review the market to determine if any adjustment to the valuation of the investment property is necessary. |
| 4. | TURNOVER |
| The turnover and profit before taxation are attributable to the one principal activity of the company. |
| An analysis of turnover by geographical market is given below: |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| United Kingdom |
| 5. | OTHER OPERATING INCOME |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Rents received |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 6. | EMPLOYEES AND DIRECTORS |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| The average number of employees during the year was as follows: |
| 31.3.25 | 31.3.24 |
| as restated |
| Administration | 6 | 6 |
| Direct costs | 82 | 85 |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Directors' remuneration |
| The number of directors to whom retirement benefits were accruing was as follows: |
| Money purchase schemes |
| Information regarding the highest paid director is as follows: |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Emoluments etc |
| The director's are considered to be the only key management personnel. |
| 7. | OPERATING PROFIT/(LOSS) |
| The operating profit (2024 - operating loss) is stated after charging: |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Other operating leases |
| Depreciation - owned assets |
| Auditors' remuneration |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 8. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Deferred tax | ( |
) |
| Tax on profit |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2024 - |
| Effects of: |
| Expenses not deductible for tax purposes |
| Marginal rate relief | - | (2,882 | ) |
| Capital allowances in excess of depreciation and net of deferred tax movement | 432 |
26,315 |
| Total tax charge | 220,843 | 35,370 |
| 9. | PRIOR YEAR ADJUSTMENT |
| The 2024 accounts have been restated to account for an understatement of corporation tax in previous years. This amounts to £595,123 and arose due to a restriction on research and development enhanced expenditure claims after a review by HMRC. £2,095 relates to the year ended 31 March 2024 and the remainder relates to accounting years between 2019 and 2023. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 10. | TANGIBLE FIXED ASSETS |
| Improvements |
| to | Plant and | Fixtures |
| property | machinery | & fittings | Totals |
| £ | £ | £ | £ |
| COST |
| At 1 April 2024 |
| Additions |
| At 31 March 2025 |
| DEPRECIATION |
| At 1 April 2024 |
| Charge for year |
| At 31 March 2025 |
| NET BOOK VALUE |
| At 31 March 2025 |
| At 31 March 2024 |
| 11. | FIXED ASSET INVESTMENTS |
| This investment relates to the Baxall Construction EOT Limited, company number 12875651. Its registered office address is 2a Maidstone Road, Paddock Wood, Kent TN12 6BU. This is a dormant company held as nominee by Baxall Construction Ltd. This company acts a trustee under section 138 Companies Act 2006. Baxall Construction Ltd will not exercise any rights attaching to its nominal shareholding in the trustee company without the consent of trustee directors. |
| 12. | INVESTMENT PROPERTY |
| Total |
| £ |
| FAIR VALUE |
| At 1 April 2024 |
| and 31 March 2025 |
| NET BOOK VALUE |
| At 31 March 2025 |
| At 31 March 2024 |
| The investment property was valued by the directors at open market value of £364,000. This property had an original cost of £74,314 and no depreciation has been provided. The directors have a vast amount of experience within the building industry and are members of the CIOB. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 12. | INVESTMENT PROPERTY - continued |
| Fair value at 31 March 2025 is represented by: |
| £ |
| Valuation in 2002 | 35,686 |
| Valuation in 2003 | 27,500 |
| Valuation in 2006 | 42,500 |
| Valuation in 2008 | 10,000 |
| Valuation in 2014 | 25,000 |
| Valuation in 2016 | 45,000 |
| Valuation in 2021 | 50,000 |
| Valuation in 2022 | 54,000 |
| Cost | 74,314 |
| 364,000 |
| 13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Trade debtors |
| Amounts recoverable on contract |
| Other debtors |
| Prepayments |
| 14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Trade creditors |
| Tax |
| Social security and other taxes |
| VAT | 965,747 | 803,334 |
| Other creditors |
| Accrued expenses |
| 15. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Within one year |
| Between one and five years |
| In more than five years |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 16. | SECURED DEBTS |
| The company's bank holds a debenture over all assets of the company and a legal charge over the investment property. |
| 17. | FINANCIAL INSTRUMENTS |
| The company has basic financial instruments which are all measured at cost. These include trade debtors, other debtors, cash and bank in hand and trade creditors. |
| 18. | PROVISIONS FOR LIABILITIES |
| 31.3.25 | 31.3.24 |
| as restated |
| £ | £ |
| Deferred tax | 103,330 | 108,471 |
| Deferred |
| tax |
| £ |
| Balance at 1 April 2024 |
| Credit to Income Statement during year | ( |
) |
| Balance at 31 March 2025 |
| £30,909 (2024: £36,050) of the provision is related to accelerated capital allowances and £72,422 (2024: £72,422) relates to the revaluation gain of the investment property. |
| 19. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.3.25 | 31.3.24 |
| value: | as restated |
| £ | £ |
| Ordinary | £1 | 10,000 | 10,000 |
| A ordinary | £1 | 99 | 99 |
| B ordinary | £1 | 2,828 | 2,828 |
| 12,927 | 12,927 |
| The ordinary and A ordinary shares of £1 all have equal voting rights and all the shares participate equally in dividend payments. |
| The B ordinary shares shall always have sufficient votes to represent 20.7% of any vote and be entitled to 20.7% of any distribution. |
| On 20th August 2021 EMI share options of 2,828 B ordinary shares of £1 were granted to 2 directors and 1 non-executive director. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 20. | RESERVES |
| Retained | Share |
| earnings | premium | Totals |
| £ | £ | £ |
| At 1 April 2024 |
| Prior year adjustment | ( |
) | ( |
) |
| 1,592,900 |
| Profit for the year |
| Payment to Employee Ownership |
| Trust | (1,503,999 | ) | - | (1,503,999 | ) |
| At 31 March 2025 | 739,871 |
| The retained earnings are the cumulative profit and loss net of distributions to the shareholders. |
| The share premium is the amount paid in excess of nominal value of the B ordinary shares at £38 per share. |
| 21. | RELATED PARTY DISCLOSURES |
| Professional fees of £17,000 (2024: £17,000) have been paid for other advisory work provided through a company in which one of the directors has an interest. |
| During the year, £1,503,999 (2024: £1,374,000) was gifted from the company to the Employee Ownership Trust and treated as a reduction in equity. |
| 22. | ULTIMATE CONTROLLING PARTY |
| The ultimate controlling party is Baxall Construction EOT Ltd. |
| 23. | PENSION COMMITMENTS |
| The company makes contributions to a defined contribution pension scheme. During the period contributions of £149,864 (2024: £136,872) were paid. The contributions due are those specified under the legal requirements of auto-enrolment. The cost of these contributions are charged to the statement of comprehensive income on an accruals basis as they become payable under the scheme. |
| 24. | GENERAL INFORMATION |
| Baxall Construction Ltd is a company limited by shares, incorporated and domiciled in England and Wales and has it's registered office and principal place of business at 2A Maidstone Road, Paddock Wood, Kent, TN12 6BU. |
| The principal activity of the company is construction work. |
| BAXALL CONSTRUCTION LTD (REGISTERED NUMBER: 01079105) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 MARCH 2025 |
| 25. | EMPLOYEE OWNERSHIP TRUST |
| On 13th September 2020, Baxall Construction EOT Limited was incorporated and became the corporate trustee of Baxall Construction Employee Ownership Trust. |
| On 15th December 2020, Baxall Construction EOT Limited acquired 100% of the share capital of Baxall Construction Limited. |
| During the year £1,503,999 (2024: £1,374,000) was gifted from the company to the Employee Ownership Trust and treated as a reduction in equity. The EOT buyout has now been completed and no further amounts are expected to be paid to the Employee Ownership Trust in relation to the vendors. |