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COMPANY INFORMATION
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CONTENTS
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STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their strategic report of the Company for the year ended 31 December 2025.
The principal activity of the company during the year was recruitment services for the construction and infrastructure sectors including trades and labour supply and professional, technical and engineering recruitment, supported by specialist training services.
The results for the year are set out on page 12.
The company achieved a turnover of £121.9m (2024 - £112.1m) with a gross profit margin of 8.67% (2024 - 10.62%) which is considered satisfactory. The results for the year represent a strong improvement in turnover on prior year, during what has been a very challenging few years for the recruitment sector. Weakness in the economy, high inflation and interest rates, coupled with the 2024 general election and change in government led to reductions in government spending on major infrastructure and construction projects. This led to project delays, cancellations and uncertainty in the sector. During 2025 the new government laid out its longer-term plans for the infrastructure spending budget and there appear reasons for optimism and a renewed positivity in the sector. The Sizewell C project alone received £38billion of budget approval, a project that is expected to take between nine and twelve years to complete and which VGC is already delivering labour supply services. Wider announcements from the government include £4.8billion in interim funding for National Highways in 2025/26, £2.2billion for defence infrastructure, and total expected infrastructure spending of around £725billion over the next decade aimed at improving and enhancing infrastructure across all sectors. There remain significant opportunities for VGC within the sector, and our long-term relationships with the key construction contractors places us in an excellent position to benefit from our framework agreements.
The company continues to look at ways of diversifying into new markets and new sectors nationwide. The number of candidates deployed on our sites has grown on a weekly basis during the year. The company has been supported by a strong position brought forward and the continued support of the wider VGC Group. Continued growth is foreseen for the next 12 months, both within turnover and operating profit. The company continues to look to diversify the sectors, markets, and clients with which it operates. This will help to mitigate the risk of future economic downturns and sector specific challenges, as well as reducing the company’s reliance on key clients and projects. The company also recognises the need to provide local employment opportunities using local recruiters and continues to diversify geographically to meet this goal, including in more challenging geographical regions such as Scotland, East Anglia and the Southwest of England. The social value strategy focuses on attracting under-represented candidates to the sector to gain employment and investing in learning and development activities to improve candidate retention and mitigate the skills shortage. Diversification, along with additional investment in key personnel across the company, will enable the continued growth and expansion of the company in a sustainable and prolonged manner. Liquidity ratios remain positive at 1.46 (2024 - 1.5) and the company continues to focus on the net debt position and liquidity. The health and safety of employees and operatives is a top priority, and one where the group continues to invest in both training and safety management. It is a focus of the board of directors and is part of the key KPI's reported on regularly. Our safety record is significantly inside the industry average.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The market that the company operates in is very tightly controlled both in terms of cost and health and safety. The company is acutely aware of both these issues.
The directors consider the company's position at 31 December 2025 to be consistent with its expectations. They forecast continued development and improvement over the coming twelve months.
The company continues to seek to develop new strategies to increase market share. The company aims to do this through increased regional presence, continued marketing, improved training, and investment in social impact focused activities. Throughout the last year the company has continued to implement effective management and controls to enable current and future growth.
The balance sheet continues to provide a stable platform for the company to compete in the current trading environment. The company remains debt free, with minimal exposure to interest rate fluctuations, and continues to hold a strong positive cash balance. The focus of the Board is to ensure that all the resources necessary to provide our customers with high quality service are available to establish long lasting partnerships with our clients. The company aims to maintain and deliver a robust recruitment process, provision of fully qualified and competent people, excellent safety records, social impact and performance monitoring to ensure a flexible and adaptable level of service to ensure clients are fully satisfied. The company continues to maintain high levels of compliance with relation to all areas of business performance including business systems, candidate competency and suitability for work, safety, financial and commercial processes and is subject to regular audit and accreditation review to support this. After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and the accounts. As the company grows and develops in line with the divisional and regional horizon plans, we are investing in regional offices to support these plans. We are well positioned to take advantage of the opportunities that will arise in Scotland over the next few years and beyond. Alongside existing offices in Ruislip, Solihull, Lowestoft, Farringdon, Plymouth, Glasgow, Newcastle and Cumbria, the company has the breadth and depth in personnel to resource projects across the whole of the UK. This regional approach enables local recruiters to identify and recruit local candidates for both contract and permanent roles. This supports the group’s policy of focussing on social impact in areas where we are working on projects. With this structure in place, it means that the company can look to diversify the sectors it works in, to sustainably grow the business and lay strong foundations for prolonged future growth. The company continues to have a strong pipeline of ongoing work, alongside a pipeline of future opportunities. The senior leadership team is aware of the need to ensure that the company has sufficient pipeline of opportunities for when High Speed 2 completes, however, this is not expected to occur in the near future. Proposed future investment into key resources and management personnel to grow the business will cement VGC as one of the key national providers for construction and infrastructure work for many years to come.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The Board of Directors recognises that the success of the business is based on strong relationships with stakeholders; be they employees, clients, suppliers, subcontractors or the wider public. As such all decisions made by the Directors have this ethos in mind.
Close relationships with clients are integral to business stability and both the Directors and senior management regularly meet with clients to ensure that the service adapts to their ongoing requirements. The company's focus on innovation, collaboration and teamwork allows us to continually deliver on our clients’ requirements in a professional and sustainable manner. Our key stakeholders are our employees and operatives. We continue to focus on the growth and development of our workforce by maintaining continuous training and clear target setting to ensure every individual realises their potential. The Board of Directors has taken a multi-faceted approach to training, particularly in respect to apprenticeships & national vocational qualifications across all its sectors. The health and safety of our employees and operatives is a primary element of this company and we continue to invest in training and safety management. It is a focus of the board of directors and is part of the key KPI's reported on regularly. Interaction with our supply chain takes place on both a formal and informal basis. Suppliers and sub-contractors are regularly reviewed and scrutinised as part of our Business Management System, in particular regarding Modern Slavery regulations. On an informal basis, regular discussions take place with suppliers to understand new business opportunities to establish potential long term business relationships. Annual reviews and regular discussions between senior managers and staff are important in ensuring that the business is prepared for the long term.
The process of risk acceptance and risk management is addressed through a framework of policies, procedures, and internal controls maintained on a system called ‘VGC Connect’. All policies are subject to Board approval and ongoing review by management. Compliance with regulation, health and safety and legal and ethical standards is a priority for the company.
The principal risks arise from winning new contracts, recruiting & retaining site staff and safety.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The company has a normal level of exposure to price, credit, liquidity, and cash flow risks arising from trading activities which are only conducted in sterling.
The company's principal methods of financing comprise bank balances, trade creditors, trade debtors and intercompany loans to the company. The main purpose of these is to maintain sufficient cash flows needed for the company's operations. The company's approach to managing risks applicable to the financing methods concerned is shown below. In respect of bank balances, the liquidity risk is managed by maintaining a positive cash balance. Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. Regular due diligence is performed on customers, both at the time of taking on new customers, and on an annual basis, to ensure their creditworthiness and to ensure that the company is not exposed to undue risk from customers that may have a low credit rating, or a rating that is falling. Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.
This report was approved by the board and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the year ended 31 December 2025.
The directors who served during the year were:
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the year, after taxation, amounted to £1,714,841 (2024 - £1,808,179).
During the year dividends were paid totalling £200,000 (2024 - £2,300,000).
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The company, being a subsidiary of a group, has chosen to disclose the streamlined energy and carbon report within the consolidated accounts of the parent company.
The group consolidated accounts can be obtained from the company's registered office; the address is stated on the company information page of these accounts.
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The company maintains a strong communications programme. Briefing and consultation procedures exist throughout the company to inform employees on matters of concern to them and to provide opportunities for comment and discussion.
Where a company has chosen in accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out in the company's strategic report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 it must be stated in the Directors' Report that it has done so. This includes information that would have been included in the business review andthe principal risks and uncertainties.
There have been no significant events affecting the Company since the year end.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The auditor, Menzies LLP was appointed as auditor for V.G. Clements (Contractors) Limited on 14 October 2025 in accordance with section 485 of the Companies Act 2006.
Under section 487(2) of the Companies Act 2006, Menzies LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF V.G CLEMENTS (CONTRACTORS) LIMITED
We have audited the financial statements of V.G Clements (Contractors) Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of income and retained earnings, the Statement of financial position and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In 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.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF V.G CLEMENTS (CONTRACTORS) LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF V.G CLEMENTS (CONTRACTORS) LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant including:
∙The Companies Act 2006;
∙Financial Reporting Standard 102;
∙UK employment legislation;
∙UK health and safety legislation;
∙General Data Protection Regulations; and
∙Apprenticeship funding rules.
We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
We understood how the Company are complying with those legal and regulatory frameworks by making inquiries to management and those responsible for legal and compliance procedures. We corroborated our inquiries through our review of board minutes. The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area. We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
∙Understanding how those charged with governance considered and addressed the potential for override of controls or
other inappropriate influence over the financial reporting process;
∙Challenging assumptions and judgments made by management in its significant accounting estimates; and
∙Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
∙Posting of journals to the accounting software which are of a non-routine nature in terms of timing and amount;
∙Timing of revenue recognition; and
∙The use of management override of controls to manipulate results.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF V.G CLEMENTS (CONTRACTORS) LIMITED (CONTINUED)
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants
Statutory Auditor
2nd Floor, Midas House
62 Goldsworth Road
Surrey
GU21 6LQ
21 May 2026
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STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2025
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STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 14 to 24 form part of these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
V.G. Clements (Contractors) Limited is a private Company limited by shares incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office, which is also its principal place of business, is shown on the company information page.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of the Company's ultimate parent company, VGC Group Limited as at 31 December 2025 and these financial statements may be obtained from Companies House.
After making enquiries, the directors have reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
There were no factors that may affect future tax charges.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
100% of the share capital is owned by VGC Group Limited a company incorporated in England. The directors consider VGC Group Limited to be the ultimate parent company.
Throughout the current and previous year Mr. M J Fitzpatrick is a director and together with close members of his family is the ultimate controlling party. The group consolidated accounts can be obtained from the company's registered office. This is the same as V.G. Clements (Contractors) Limited's registered office address which is stated on the company information page.
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