REGISTERED NUMBER: 14691560 (England and Wales)

Group Strategic Report,

Report of the Directors and

Unaudited Consolidated Financial Statements

for the Year Ended 31 March 2025

for

McGoff Construction Services Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

6

Energy and Carbon Report forming part of the Report of the Directors

7

Consolidated Income Statement

9

Consolidated Other Comprehensive Income

10

Consolidated Balance Sheet

11

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

15

Company Statement of Changes in Equity

16

Consolidated Cash Flow Statement

17

Notes to the Consolidated Cash Flow Statement

18

Notes to the Consolidated Financial Statements

20

DIRECTORS:

D Johnston

D T McGoff

D J P McGoff

C A McGoff

REGISTERED OFFICE:

1 St. Georges Court

Altrincham Business Park

Altrincham

WA14 5UA

REGISTERED NUMBER:

14691560 (England and Wales)

ACCOUNTANTS:

Freedman Frankl & Taylor

Chartered Accountants

Reedham House

31 King Street West

Manchester

M3 2PJ

The directors present their strategic report of the company and the group for the year ended 31 March 2025.

The activity of the Group is that of property developers and a principal building contractor serving both external

customers and wider group development projects.

The activity of the company is that of a holding company, supporting its construction focused subsidiaries.

REVIEW OF BUSINESS

The Group

The year to 31 March 2025 was a year of consolidation and investment, after the company was established to consolidate complimentary construction related entities to bring forward a number of key group development projects. Despite external macro-economic factors such as rising inflation, finance costs and uncertainties around the banking sector, the company's results have now started to improve as expected.

The McGoff Group

McGoff Construction Services Limited ('MCS') is part of the McGoff Group of companies, which is made up of a number of like-minded groups and businesses under the common control of the McGoff family. During the year to March 2025, the Group's 15-setting care home operating platform, New Care, was sold to a Private Equity backed competitor. The disposal marked a significant event for the group, providing for a substantial liquidity event which has released capital to fully re-pay group bank facilities (including those of the Company) and at the same time secure a substantial fighting fund of capital for investment into the Group's pipeline of projects. The disposal has significantly strengthened the Group's combined balance sheets and access to capital. The financial performance of the wider McGoff Group of companies is summarised below:

FY25

MGP

MCS

BTTG

Total

Turnover

£13,314,303

£48,954,951

£1,483,033

£63,752,277

Gross profit

£3,056,874

£5,234,910

£753,590

£9,045,374

EBITBA

£1,188,260

£843,979

£426,642

£2,458,881

The consolidated results summarised above represent the combined performance of the wider group of companies, on a pro-forma basis (not a statutory consolidation, unaudited at the date of this report).

PRINCIPAL RISKS AND UNCERTAINTIES

As a development and construction group, the company's key inherent risks relate to the macro-economic environment, and how changes to this environment (political and economic) may affect future business. As we moved into this financial year, there was still significant economic uncertainty across the UK, mainly rising inflation, finance costs and generally hesitant banking and investment sectors.

Strategic decisions and investments made during preceding years have helped the Board to successfully navigate the effects of the economic downturn without suffering any debilitating damage to the underlying business. For several years now the directors have taken steps to develop a strategy which would insulate the company from such macro-economic risks by continued re-investment of profits across the wider McGoff Group into self-generated development projects, which now form a substantial part of the company's revenues. These projects require significant levels of up-front investment (in the form of work-in-progress), with the key benefit of this investment being a secure and controlled pipeline of work. The directors have also focused their efforts and

strategy on supporting our related development entities and associated Joint Venture Partners with Pre-construction and Construction services in sectors with sustainable long term growth expectations driven by compelling socio-economic drivers, with healthcare, education, social housing and the evolving Build-to-Rent sector representing important areas of focus.

The group continues to innovate and is actively adopting Modern Methods of Construction (MMC) and working closely with valued supply chain partners to streamline project delivery. Furthermore, the business is focusing on self-delivery of key specialist trades through its trusted related businesses to galvanise a wholly controlled and collaborative approach to construction that drives standards and improves the pace of delivery.

SECTION 172(1) STATEMENT

As the Board at McGoff Construction Services we have a legal responsibility, as set out in section 172(1)(a) to (f) Companies Act 2006, to act in good faith in exercising their duty to promote the success of the Company for the benefit of its members as a whole, and to have regard to the long-term effect of our decisions on the company and its stakeholders. This statement addresses the ways in which we as a Board outwork this responsibility.

Having regard to the likely consequences of any decision in the long term

McGoff Construction Services has consolidated various construction related entities including a family run business that was established over 50 years ago and continues to be controlled and run by the family. We are proud of the ways in which, over half a century, the group has provided employment, training and financial reward for its owners and employees.

We make strategic decisions based on long-term objectives. In particular, this has meant significant investments in human resources and infrastructure to ensure that we can maintain high quality and evolve together with our customers.

Having regard to the interests of the Company's employees

Valuing our people is at the centre of our culture, from investing with supreme industry related training, to advancing them academically with funded university degrees and recognised qualifications implemented by our senior management team. We are passionate about developing our talent, providing training to nurture wellbeing, with mental health and stress & resilience training available and pioneered by our managers.

We also have Change The World Day, where employees are able to take one day per year in addition to their standard holiday allowance to volunteer at an organisation or in a community of their choice. This boosts employee engagement and brings a feel-good factor, also allowing employees to refocus their efforts to achieve something beyond their normal roles.

Having regard to the need to foster the Company's business relationships with suppliers, customers, and others

Suppliers

We are proud to operate a long established, fully integrated national supply chain, many of whom have worked with us for over 15 years. At each of our schemes we endeavour to use local subcontractors and suppliers and achieve this by implementing a site by site procurement strategy. This will involve engagement with our existing supply chain and, where appropriate, the hosting of local Supply Chain Engagement Events.

We know that the success of our delivery will largely depend on our supply chain's quality and performance. This is why we operate a professional and robust supply chain management strategy. Our proven model is founded on building long-term relationships with organisations whose values and philosophies align with ours and those of our customers. We do this by actively supporting their performance and develop their capabilities, whilst welcoming innovative new partners to boost our capacity. We will closely monitor performance to meet programme, budget and quality requirements.

Customers

McGoff Construction Services works with repeat business clients within the Healthcare, Food Retail, Education, and Residential sectors. Our holistic service offering includes architectural design, construction and interior design tailored to the specific requirements of our clients.

Following the 2007 recession, we moved away from competitive tendering, into construction partner arrangements and negotiation with aligned Clients. The company growth strategy is centred on a sustainable blend of self-generated development workload and repeat business work with our valued customer base.

Working at McGoff Construction Services means so much more than working for a typical Principal Contractor and Integrated Services Group. The business is built on a passion for excellence, a flexible approach by collaborating with the rest of our operating businesses to put our clients first.

Having regard to the impact of the Company's operations on the community and the environment

Community

McGoff Construction Services are committed to leaving lasting legacies within the communities where we operate. In order to do so we carry out several activities including the following:

" Register sites with the Considerate Constructors Scheme.

" Staff members carry out school careers talks to raise awareness of the diverse range of careers opportunities within construction.

" Commitment to local labour initiatives and engage with social enterprises.

Environment

McGoff Construction Services recognises its social and corporate responsibility to protect the local environment whilst carrying out our full range of activities. Our policy statement demonstrates the desire of our directors and employees to prevent pollution and continuously improve the environmental management of our day-to-day activities.

Community Clean-ups happen regularly around Head Office and our construction sites with employees volunteering to take part. We joined the Great British Beach Clean in Formby with our employee. This improved the respective communities and encouraged Our People to consider the implications of dropping litter. We aim to continue this initiative bi-annually.

Our objectives include the following:

" Identify and minimise the risks to the environment from the group's activities.

" Comply with current environmental legislation and, where appropriate, act in anticipation of future requirements.

" Set targets to deliver continuous improvement in the management of environmental issues across our business.

Having regard to the desirability of the Company maintaining a reputation for high standards of business conduct

Our policies of directly employing staff, delivering focused training, deployment of our own plant and machinery, together with the effective management of a highly competent supply chain, ensures we maintain our unrivalled record of delivering quality projects on time and within budget.

We ensure that our quality policy statement and the associated procedures apply to all activities and work undertaken within the group.

McGoff Construction Services Corporate Social Responsibility (CSR) Policy aims to consider social, environmental and economic issues pre, during & post construction. Our dedication to these three pillars of sustainability are demonstrated by our;

" ISO 9001 Quality accreditation

" ISO 14001 Environmental accreditation

" ISO 45001 Health & Safety accreditation

" Investors in People Gold accolade

" Contructionline Gold accreditation

" Considerate Constructors Pledge

" Local supply chain strategies

" Community Engagement & Charity initiatives.

Having regard to the need to act fairly as between members of the Company

The Company is 100% owned and controlled by the McGoff family, and decisions are taken at Board level in the interests of the ultimate shareholders as a group, and the wider stakeholders of the business.

FINANCIAL PERFORMANCE

Adverse macro-economic factors have naturally impacted the group's revenues, as the development of projects through to successful site starts has continued to take longer than during pre-pandemic times. Despite this, revenues have started to increase in the year and the quality of the projects has remained unaffected, and the group has managed to maintain investment into new development projects which has created a very strong pipeline of work for the coming years.

Management have continued to focus on robust markets, strong client retention rates and the formation of new long-term client relationships. As such, despite adverse macro-economic factors total revenues for the year to 31 March 2025 have increased from £42m in 2024 to £49m in 2025.

The Board are extremely proud of the improved gross margin and recognises significant efforts of all management and staff during this period and throughout 2025.

KEY PERFORMANCE INDICATORS

FY 2025

FY 2024

Revenue growth

16.63%

-

Gross margin

10.69%

6.53%

Overheads as % of revenue

8.97%

9.64%

Average number of employees

85

96

Administrative staff costs as a % of revenue

4.52%

5.52%

The year to 31 March 2026 is expected to see a strong increase in revenues, with forecasts also indicating over £150m of revenue across FY2026 and FY2027. The Directors believe this to be a direct consequence of their ongoing commitment to invest in the group's future.

ON BEHALF OF THE BOARD:

D T McGoff - Director

23 December 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 March 2025.

DIVIDENDS

No dividends will be distributed for the year ended 31 March 2025.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2024 to the date of this report.

D Johnston

D T McGoff

D J P McGoff

C A McGoff

ON BEHALF OF THE BOARD:

D T McGoff - Director

23 December 2025

The Companies Act 2006 (Directors' report) Regulation 2018 requires McGoff Construction Services Limited to disclose annual energy consumption and greenhouse gas emissions (GHG).

The Government Environmental Guidelines have been followed in conjunction with the GHG protocol Corporate Accounting and Reporting Standard, using the 2025 Government conversion factors.

The table below details the SECR-regulated energy and GHG emissions:

2025

2024

Energy (kwh)

Natural gas

74,000

73,897

Electricity

399,257

414,804

Fuel cars

451,331

336,554

Fuel MPV

209,933

203,854

Recycled waste & landfill

6,809

Total energy

1,140,730

1,028,839

Emissions (tCO2e)

Scope 1

Natural gas

14

14

Scope 1

Company vehicles

186

137

Scope 2

Electricity

71

86

Scope 3

Waste

7

-

Total SECR emissions

278

237

Emissions intensity ratio

Emissions intensity per (100) employees

2.78

2.37

Associated Greenhouse gases have been calculated using GHG Reporting Protocol

As part of our ongoing efforts to contribute to a more sustainable and environmentally conscious future, we have officially formed a dedicated Sustainability Committee, headed by Chairman Declan McGoff. This committee is comprised of passionate individuals from various departments within our organisation, all united by a shared commitment to integrating sustainable practices into our daily operations.

Key Focus Areas:

Sustainability is a cornerstone of our suite of policies and procedures, underpinning our approach to delivering projects responsibly and efficiently. It is a key topic in our critical meetings, including board discussions, where environmental performance and sustainability metrics are reviewed at the highest levels of the business. These reviews enable us to implement robust plans to reduce and minimise our environmental impact while driving continuous improvement.

In 2025, we made significant progress in measuring and managing utilities and waste, ensuring precise data tracking for energy, water, and waste management across our operations. This rigorous approach supports informed decision-making and enables us to set meaningful targets. A highlight of our efforts is our ongoing success in waste management, with 99% of our waste diverted from landfill—demonstrating our commitment to reducing waste generation and promoting circular economy practices.

Recognising the importance of leadership in sustainability, 2026 will see the introduction of a dedicated Quality Lead within the business. This role will support not only safety but also a firm focus on quality and environmental performance, ensuring that sustainability remains embedded in our operations and decision-making processes.

Additionally, we extend our commitment to sustainability beyond our internal operations by measuring and managing our supply chains. Responsible sourcing of materials is a priority, and we conduct regular duty of care audits to ensure compliance and alignment with our environmental objectives.

Our efforts are supported by our robust Environmental Management System (EMS), as confirmed during our 2025 ISO 14001 audit. This internationally recognised certification reflects our dedication to sustainability, compliance, and continuous improvement.

By fostering a culture of environmental awareness and embedding sustainability into every facet of our operations, we remain steadfast in our goal of creating a lasting positive impact on the environment.

TURNOVER

48,954,941

41,975,107

Cost of sales

(43,720,031

)

(39,235,410

)

GROSS PROFIT

5,234,910

2,739,697

Administrative expenses

(4,393,362

)

(4,047,815

)

841,548

(1,308,118

)

Other operating income

12,489

51,101

OPERATING PROFIT/(LOSS)

4

854,037

(1,257,017

)

Interest receivable and similar income

46

686

854,083

(1,256,331

)

Interest payable and similar expenses

5

(203,700

)

(364,829

)

PROFIT/(LOSS) BEFORE TAXATION

650,383

(1,621,160

)

Tax on profit/(loss)

6

(38,950

)

(25,518

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

611,433

(1,646,678

)

Profit/(loss) attributable to:

Owners of the parent

390,395

(1,440,137

)

Non-controlling interests

221,038

(206,541

)

611,433

(1,646,678

)

PROFIT/(LOSS) FOR THE YEAR

611,433

(1,646,678

)

OTHER COMPREHENSIVE INCOME

-

3,122,632

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

3,122,632

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

611,433

1,475,954

Total comprehensive income attributable to:

Owners of the parent

390,395

1,682,495

Non-controlling interests

221,038

(206,541

)

611,433

1,475,954

FIXED ASSETS

Intangible assets

8

853,800

1,022,197

Tangible assets

9

107,904

135,473

Investments

10

-

-

Investment property

11

100,000

100,000

1,061,704

1,257,670

CURRENT ASSETS

Stocks

12

11,660

11,660

Debtors

13

25,797,746

25,266,980

Cash at bank and in hand

1,438,940

984,983

27,248,346

26,263,623

CREDITORS

Amounts falling due within one year

14

(24,158,839

)

(23,958,944

)

NET CURRENT ASSETS

3,089,507

2,304,679

TOTAL ASSETS LESS CURRENT LIABILITIES

4,151,211

3,562,349

CREDITORS

Amounts falling due after more than one year

15

(1,370,085

)

(1,392,656

)

PROVISIONS FOR LIABILITIES

19

(23,721

)

(23,721

)

NET ASSETS

2,757,405

2,145,972

CAPITAL AND RESERVES

Called up share capital

20

3,201

3,201

Consolidation Reserve

21

3,122,632

3,122,632

Retained earnings

21

(1,049,742

)

(1,440,137

)

SHAREHOLDERS' FUNDS

2,076,091

1,685,696

NON-CONTROLLING INTERESTS

22

681,314

460,276

TOTAL EQUITY

2,757,405

2,145,972

The company and the group are entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company and the group to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the group keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company and the group as at the end of each financial year and of the group's profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company and the group.

The financial statements were approved by the Board of Directors and authorised for issue on 23 December 2025 and were signed on its behalf by:

D T McGoff - Director

FIXED ASSETS

Intangible assets

8

-

-

Tangible assets

9

-

-

Investments

10

18,936

1,086

Investment property

11

-

-

18,936

1,086

CURRENT ASSETS

Debtors

13

414,031

194,695

Cash at bank

156

260

414,187

194,955

CREDITORS

Amounts falling due within one year

14

(462,495

)

(225,413

)

NET CURRENT LIABILITIES

(48,308

)

(30,458

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(29,372

)

(29,372

)

CAPITAL AND RESERVES

Called up share capital

20

3,201

3,201

Retained earnings

(32,573

)

(32,573

)

SHAREHOLDERS' FUNDS

(29,372

)

(29,372

)

Company's loss for the financial year

-

(32,573

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 23 December 2025 and were signed on its behalf by:

D T McGoff - Director

Called up

share

Retained

Consolidation

capital

earnings

Reserve

£

£

£

Changes in equity

Issue of share capital

3,201

-

-

Total comprehensive income

-

(1,440,137

)

3,122,632

Balance at 31 March 2024

3,201

(1,440,137

)

3,122,632

Changes in equity

Total comprehensive income

-

390,395

-

Balance at 31 March 2025

3,201

(1,049,742

)

3,122,632

Non-controlling

Total

Total

interests

equity

£

£

£

Changes in equity

Issue of share capital

3,201

-

3,201

Total comprehensive income

1,682,495

(206,541

)

1,475,954

Non-controlling share on

acquisition

-

666,817

666,817

Balance at 31 March 2024

1,685,696

460,276

2,145,972

Changes in equity

Total comprehensive income

390,395

221,038

611,433

Balance at 31 March 2025

2,076,091

681,314

2,757,405

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Changes in equity

Issue of share capital

3,201

-

3,201

Total comprehensive income

-

(32,573

)

(32,573

)

Balance at 31 March 2024

3,201

(32,573

)

(29,372

)

Changes in equity

Balance at 31 March 2025

3,201

(32,573

)

(29,372

)

Cash flows from operating activities

Cash generated from operations

1

5,202,205

274,302

Interest paid

(170,642

)

(364,829

)

Interest element of hire purchase and finance lease rental payments paid

(33,058

)

-

Tax paid

6,155

(67,677

)

Net cash from operating activities

5,004,660

(158,204

)

Cash flows from investing activities

Purchase of tangible fixed assets

(14,967

)

(12,356

)

Sale of tangible fixed assets

-

10,856

Sale of investment property

-

300,000

Interest received

46

686

Net cash from investing activities

(14,921

)

299,186

Cash flows from financing activities

Loan repayments in year

(3,659,545

)

(521,043

)

Capital repayments in year

(36,499

)

(51,393

)

Amount withdrawn by directors

(839,738

)

(167,801

)

Share issue

-

3,201

Cash acquired with subsidiaries

-

1,581,037

Net cash from financing activities

(4,535,782

)

844,001

Increase in cash and cash equivalents

453,957

984,983

Cash and cash equivalents at beginning of year

2

984,983

-

Cash and cash equivalents at end of year

2

1,438,940

984,983

1.	RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period

27.2.23

Year Ended

to

31.3.25

31.3.24

£

£

Profit/(loss) before taxation

650,383

(1,621,160

)

Depreciation charges

210,933

213,999

Profit on disposal of fixed assets

-

(30,381

)

Finance costs

203,700

364,829

Finance income

(46

)

(686

)

1,064,970

(1,073,399

)

Decrease in stocks

-

94,189

(Increase)/decrease in trade and other debtors

(530,766

)

6,136,951

Increase/(decrease) in trade and other creditors

4,668,001

(4,883,439

)

Cash generated from operations

5,202,205

274,302

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

1,438,940

984,983

Period ended 31 March 2024

31.3.24

27.2.23

£

£

Cash and cash equivalents

984,983

-