The directors present the strategic report for the year ended 30 September 2025.

Group Overview

Glencar Construction (Holdings) Ltd (“the Company”) is a holding company within the Glencar Construction Group (“the Group”).

The full trading results of Glencar Construction Limited are available from Companies House.

The Group’s primary trading subsidiary, Glencar Construction Limited, delivers new-build, refurbishment, retrofit, fit-out, and civils and infrastructure projects for clients across the industrial and logistics, life sciences, data centre, commercial, retail, distribution, and film and media sectors.

The business operates across the UK and Ireland with a workforce of more than three hundred construction professionals. Glencar’s delivery model combines technical expertise, programme discipline, and strong commercial governance to support the successful delivery of complex, highly specialist, and fast-paced schemes.

Glencar works with many of the UK and Europe’s leading developers, funds, investors, and occupiers. Long-standing relationships and a consistent approach to delivery have resulted in high levels of repeat business, typically accounting for more than 80% of annual turnover.

Innovation and responsible business practices continue to shape the Group’s operations. Digital construction methodologies, carbon-reduction initiatives, responsible procurement, and structured social-value programmes are embedded across both project delivery and corporate functions. The Glencar Foundation further extends the Group’s community impact by supporting frontline charities and local initiatives across the UK and Ireland.

Glencar’s culture is founded on integrity, collaboration, innovation, and professional excellence. These values underpin the Group’s reputation and guide its approach to delivering for clients and stakeholders across all regions.

Business Review for the Period

As Glencar approaches its tenth anniversary, the Group reflects on a sustained period of controlled growth and on its evolution into a mature, multi-sector contractor, supported by the systems, governance, and leadership capability required for long-term expansion.

The financial year represents an important transition point. Several major schemes commenced towards the end of the period, contributing to a record forward order book and providing clear visibility of workload into 2026 and beyond. Continued investment in people, digital capability, programme management, and commercial discipline has strengthened operational resilience and positioned the business for its next phase of development.

The Group’s focus is now on building on these foundations; deepening relationships with existing clients, expanding selectively into high-growth markets, strengthening regional delivery capability, and maintaining a disciplined approach to governance, risk, and financial performance. The business remains committed to the values and standards that have supported its progress to date.

Performance Overview

The 2025 financial year represented a transitional period for the Group, shaped predominantly by the later-than-planned mobilisation of several major schemes, which had their starts delayed by external market factors. These projects, forming part of the Group’s largest pipeline to date, commenced in the second half of the financial year and, as a result, a greater proportion of revenue associated with these projects will now be recognised in 2026.

Despite this timing effect, business performance remained strong. The Group maintained operational consistency, broadened its sector exposure, and continued to enhance gross margin performance through selective tendering, strengthened governance, and tighter commercial controls. Investment in people, digital tools, systems, and planning processes supported high delivery standards and reinforced organisational resilience.

The Group has maintained a strong balance sheet, a robust cash position, and high levels of repeat business, providing a stable platform for the delivery of projects in the year ahead.

The Group enters the next financial period with a clear strategic direction, a resilient financial position, and strong visibility of future workload, supported by a record forward order book of over £500m.

Key Performance Indicators (KPIs)

Operational Review

Glencar has delivered a range of significant and technically complex projects during the year, reinforcing its capability across high-growth sectors and highly serviced environments. Key schemes included:

• A major data centre scheme in West London

• The redevelopment and expansion of a historic film studio complex in London

• A high-tech vaccine research and manufacturing facility for a global biomedical client

• Life science and research facilities across leading UK science and technology clusters

• A port-side multi-user warehouse for a national port operator

• Large-scale industrial and logistics projects across core regions

These projects demonstrate the Group’s ability to deliver technically demanding schemes across multiple sectors, supported by experienced delivery teams, robust supply-chain partnerships, and a strong focus on safety, quality, and programme discipline.

Strategic Positioning and Market Focus

The Group continues to strengthen its core position in Industrial & Logistics, while targeting defined growth sectors, including:

• Civils & infrastructure

• Data centres

• Life sciences and research

• Blue-chip retail

• Public sector frameworks

• Film and media facilities

• Specialist refurbishment and retrofit programmes

• Port-side and marine industrial projects

These sectors closely align with Glencar’s delivery capabilities and represent long-term, sustainable market opportunities. Growth will continue to be driven by selective tendering, repeat business with existing clients, and strategic expansion into emerging sectors.

Investment in Capability, Governance, and Systems

Over the past two years, the Group has undertaken a planned period of consolidation to strengthen its foundations following wider industry disruption. The gestation period between contract award and on-site start has lengthened across the market, making disciplined governance, overhead control, and strong planning essential. To support this, the Group has:

• Strengthened commercial and operational governance.

• Enhanced risk management and programme control.

• Improved the quality and accuracy of financial forecasting and reporting.

• Expanded digital tools, including planning platforms and site management systems.

• Continued investment in core support functions, including Finance, HR, IT, Marketing, and Building Services.

• Introduced performance-linked KPIs monitored at Executive Board level.

These measures ensure consistency, compliance, and operational control across a growing business.

Strategic Planning and Business Direction

During the year, the Group finalised and published its updated Business Plan, setting out the strategic priorities, growth objectives and operational focus for the period ahead. This plan was communicated to all employees through a series of company-wide town hall briefings to ensure clarity, alignment, and shared ownership of the Group’s direction.

The Business Plan confirms priority growth sectors, establishes Group-wide targets, defines departmental KPIs and outlines the key market trends and themes expected to shape the business in the coming year. This structured approach provides a clear framework for decision-making, resource allocation, and performance management, reinforcing the Group’s ambition for long-term, sustainable growth.

Looking ahead, the Group’s focus is on deepening relationships with existing clients, advancing strategic growth in selected high-opportunity markets and further strengthening regional delivery capability. Continued investment in people, digital tools, programme management, and commercial governance will support consistent delivery and margin progression across all regions.

The Group ends the period with an assessed delivery capacity of approximately £600m, providing headroom for growth beyond the secured order book. This reflects both the maturity of the Group’s operating platform and the scalability of its systems, processes, and organisational structure.

As Glencar enters its tenth year, the business remains committed to the values and standards that have underpinned its progress to date. Strong demand across core and emerging sectors, combined with strengthened governance and operational capabilities, positions the Group to deliver sustained, profitable growth in the years ahead.

Outlook

With a secured forward order book of over £500m, strong project margins, and several major schemes already underway, the Group enters the new financial year from a position of stability and opportunity. Sector diversification, enhanced governance structures, and an expanding talent base provide a solid foundation for sustainable and controlled growth through 2026 and beyond.

Health, Safety, and Wellbeing

Health, safety, and well-being remain fundamental to Glencar’s operations, and the Group continued to uphold strong safety performance throughout the year. Safety culture - which is supported by leadership visibility, clear expectations, and consistent behaviours - underpins every stage of project delivery. During the period, accident frequency rates remained significantly below industry averages, and no Health & Safety enforcement notices were issued.

Safety leadership was reinforced through director-led site visits, structured inspections, and regular briefings across all regions. Glencar’s partnership with innDex, now deployed across all projects, provides real-time visibility of site activity, competency status, and compliance, enabling proactive decision-making and consistent standards. Additional initiatives included subcontractor Health & Safety Days, monthly safety bulletins, and targeted behavioural programmes designed to strengthen engagement and hazard awareness.

Well-being remained a core focus, and mental health awareness training continued across the business, supported by access to dedicated resources and colleague support networks.

Key safety metrics for the year included:

• Accident Frequency Rate: Approximately five times lower than the industry average at 0.068

• Considerate Constructor Scheme average score: 44 (out of 45)

• Health & Safety enforcement notices: None

• innDex coverage: 100% of projects

Looking ahead, the Group will continue to strengthen compliance, training completion, and hazard awareness, supported by digital tools and by continued emphasis on leadership-led safety behaviours.

Environmental, Social, and Governance (ESG)

Sustainability remains central to Glencar’s business model and continues to shape how the Group operates, delivers for clients, and contributes to the communities in which it works. Led by the Director of ESG and supported by a specialist internal team, the Group’s ESG strategy is structured around the following core pillars.

Carbon Reduction

As part of our continued commitment to reducing carbon emissions and meeting our Net Zero carbon targets, Glencar has made public the strategy that builds on our existing approach to reducing Scope 1, 2 & 3 emissions via the Carbon Reduction Plan.

Glencar’s approach to carbon reduction is centred around being a responsible business. The key themes of our plan include:

• Delivering sustainable and low-carbon buildings

• Driving responsible procurement across a sustainable supply chain

• Reducing waste and enabling circular economy principles

• Enhancing operational efficiency across construction sites

• Embedding sustainability in corporate activities and culture

The Carbon Reduction Plan outlines our current carbon emissions and the work done to date to reduce them, including mandating HVO across our construction sites, eliminating fossil fuels in our offices, and obtaining Planet Mark certification. The plan builds on our existing strategy to become Net Zero for Scope 1 & 2 emissions by 2025 and Scope 3 by 2045, and establishes a roadmap to maintain this status in the years to come.

The plan emphasises the extensive work required to lower our Scope 3 emissions in line with our Net Zero carbon target by 2045. It proposes several workstreams to reduce our construction impacts by minimising embodied carbon. This will be done through supply chain collaboration by prioritising low-carbon materials, and reducing transport emissions, onsite resource use, and waste through trialling new technologies. Furthermore, Glencar acknowledges that to bridge the gap in carbon literacy, efforts need to be made to increase supply chain awareness, integrate behaviour change, and maintain continuous industry engagement and collaboration.

To deliver the plan, we placed key milestones on our Net Zero Carbon Delivery Roadmap, which inform the steps we need to take for Glencar to be Net Zero carbon by 2045. As part of the journey, we will set interim targets for Scope 3, including limits for upfront carbon in line with the UK Net Zero Carbon Buildings Standard across our construction projects. We are confident that addressing and reducing upfront carbon in a phased approach will enable us to reduce our emissions across each Scope 3 category.

The Group made significant progress against its Carbon Reduction Plan during the year. A combination of lower-carbon fuels, renewable energy sourcing, and improved efficiency across project sites and offices resulted in a 16.7% reduction in carbon emission intensity (tCO2e per employee) compared with the prior year.

Key measures implemented during the year included:

• HVO fuel mandated across all sites, replacing diesel and reducing machinery emissions by up to 90%

• Deployment of PV arrays and battery storage across selected sites

• Expansion of the Electric Vehicle Scheme, promoting zero and low-emission travel

• Strengthened internal carbon monitoring through our in-house Carbon Specialist Manager and enhanced data capture

These measures form a core part of Glencar’s pathway to Net Zero and reflect a practical, operational approach to reducing emissions across all activities.

We have used the following methodologies for the calculation of our energy and carbon emissions:

• Streamlined Energy and Carbon Reporting Guidelines

• The Green House Gas Protocol: Corporate Accounting and Reporting Standard

• The Planet Mark Code of Conduct

*Footnote – Increase in Scope 2 Emissions
The increase in reported Scope 2 emissions for 2025 reflects an improvement in data accuracy rather than a rise in actual carbon impact. During the year, the Group gained access to more complete and reliable electricity-consumption data across construction sites, enabling Scope 2 emissions to be measured and reported with far greater precision. As metering and data visibility have improved, Scope 2 reporting now provides a more comprehensive and transparent account of the Group’s operational energy use.

Our stated goal is to be Net Zero Carbon for Scope 1 & 2 Emissions by the end of 2025 and Net Zero Carbon for Scope 3 Emissions by 2045. We will continue to implement the following measures to reduce our carbon emissions in line with our Scope 1 & 2 target:

• Use HVO for onsite power with integration of hybrid batteries and renewable generation, such as photovoltaics, where feasible.

• Purchase renewable electricity (backed by REGO certification) for our offices, and for our construction sites where we have control.

• Ensure our office facilities are aligned with Net Zero carbon operation requirements.

• Integrate the use of Eco welfare facilities with renewable power provision.

• To reduce the residual emissions to Net Zero, we will use certified carbon offsets to remove these emissions in line with the Gold and Verra standards.

To continue reducing our corporate Scope 3 emissions we will implement the following:

• Maintain an agile working approach and reduce the requirement for employee commuting for business

• Encourage employees to use the Electric Car Scheme and use zero emission vehicles

We are also considering our wider impacts covering embodied carbon in construction, for which we have developed a reduction strategy including:

• Integrate Modern Methods of Construction (MMC) within our buildings to reduce onsite waste, reduce installation time through prefabrication, and reduce material transportation and onsite resource use.

• Sourcing low carbon materials with sustainability credentials which are certified by Environmental Product Declarations.

• Work with local material suppliers to reduce material emissions during transit and explore the options for biofuel and hydrogen HGVs, and electric LCVs.

• Electrification of site machinery, the use of hydrogen and fuel cells for plant equipment and other fossil fuel free technologies.

• Increasing carbon literacy amongst employees and subcontractors.

Circular economy principles continue to be embedded across projects through increased material reuse, greater recycled content, and enhanced waste-management practices.

Supporting a Circular Economy

We continue to work closely with our clients and stakeholders to advance our circular economy commitments by minimising resource use, reducing waste, and prioritising adaptable, low-carbon materials. Our site-specific waste and resource management plans set measurable targets aligned with industry benchmarks for construction waste efficiency and place strong emphasis on material reuse. Recycled materials are incorporated wherever possible, and we have strengthened our focus on reusing construction materials across our projects.

During the year, 96% of our waste was successfully diverted from landfill, reflecting our ongoing commitment to circular economy principles.

Responsible Procurement

The Group strengthened its approach to responsible procurement through structured onboarding, due diligence, and performance monitoring. Glencar continued working with an audited supply chain and prioritised sustainable materials, certified products, and local suppliers wherever viable. Tier 1 partners were assessed against their capability to support BREEAM, circular-economy objectives, and Net Zero targets, ensuring alignment with the Group’s sustainability standards.

Biodiversity

We are committed to protecting and enhancing biodiversity across our projects and to ensuring compliance with national and local planning policy. Our approach aligns with the Biodiversity Net Gain (BNG) requirements, ensuring developments deliver at least a 10% measurable improvement in biodiversity value.

We integrate biodiversity considerations from the earliest stages of design and delivery, supported by site-specific action plans that identify opportunities for habitat creation, ecological enhancement, and species reintroduction. We will continue to prioritise nature-based solutions and green infrastructure to promote biodiversity across our developments.

Social Value and Community Impact

Glencar continued to deliver meaningful social value across all projects throughout the year, with performance measured against the National Themes, Outcomes and Measures (TOMs) Framework to ensure transparency, consistency, and comparability. Social value delivery forms part of every project strategy and is embedded within supply chain contracts, ensuring shared responsibility across all partners.

During the period, the Group refined its approach to community engagement. In response to feedback from schools and educators, Glencar shifted away from large-scale assemblies and high-volume engagement events, prioritising more targeted and impactful support. This included deeper work with Special Educational Needs (SEN) students, Alternative Provision settings, and care leavers; groups for whom tailored, meaningful experiences provide significantly greater long-term benefit. The Group also expanded its work experience offer, including T Level placements, which have been well received and continue to grow.

As a result of this strategic shift, overall student engagement volumes are lower than in previous years, but the depth, quality, and sustained impact of interventions have increased.

In the reporting period Glencar delivered:

• £29.0m in total TOMs-measured social value

• £35.8m in local spend

• 980 volunteering hours

• 93 student placement weeks delivered

• 2444 students engaged through targeted careers and educational activities

• 15 Street Doctor sessions delivered

The Group maintained a minimum target of 10% local spend on every project, supporting regional economies and strengthening local supply-chain relationships.

The Glencar Foundation

The Glencar Foundation (Giving Works Charity No. 1078770), the Group’s charitable trust, continued to support frontline organisations working across:

• Youth homelessness

• Mental health support

• Critical illness care

• Food relief and community welfare

During the year, the Foundation donated £150,450 to charities across the UK, exclusively funding frontline services. This reflects Glencar’s long-standing commitment to community wellbeing and social responsibility.

Governance and Reporting

Strong governance continues to underpin the Group’s ESG approach. Environmental and social reporting processes were enhanced through improved data capture, strengthened audit trails, and more accurate performance metrics. ESG considerations are now embedded within strategic decision-making, procurement, risk assessment, and operational planning.

People and Culture

People remain central to Glencar’s success, and the Group continued to invest significantly in development, wellbeing, and engagement throughout the year. Glencar’s culture - defined by professionalism, fairness, collaboration, and accountability - has been instrumental in supporting operational maturity as the business grows.

Average headcount grew during the period, with strengthened capabilities across operational and support functions. Leadership development, technical skills training, and early-career programmes remained key areas of focus. The Group maintained its long-term commitment to early-career talent, with 12% of the workforce comprising trainees, apprentices, and graduates, exceeding our target of at least 10% in early-career roles.

Glencar retained its Investors in People Silver accreditation, reflecting its commitment to a positive, inclusive, and high-performance work environment. Engagement remained strong, supported by the annual Engagement Survey, which provides insight into colleague sentiment and informs action plans reviewed at Board level.

Internal communication remained consistent across regions through regular updates, newsletters, webinars, and in-person briefings. This included expanding Glencar’s CPD development webinar programme to offer employees structured learning, technical insight, and industry best practice.

Performance Development Reviews (PDRs) were completed across all functions. This year, the PDR process was formally aligned to the Group’s reward structure, with annual pay reviews and company bonus allocations directly linked to PDR outcomes. This ensures a transparent and consistent approach to performance recognition.

Wellbeing continued to be prioritised, with mental health awareness training delivered across the business and access to support services maintained. The Group remains committed to equality, diversity, and inclusivity, with fair recruitment processes and reasonable adjustments provided to support colleagues with disabilities or additional needs.

Key achievements this year included:

• Expansion of apprenticeship, graduate, and trainee programmes, accounting for 12% of our workforce.

• 70% participation rate in our Annual Engagement Survey.

• 1,858 Training courses booked.

• Company-wide mental health awareness training delivered.

• Consistent delivery of twice-annual PDRs across all functions.

• Introduction of performance-linked bonus scheme.

• Strengthened internal communications and engagement channels.

• Expansion of CPD development webinars to support continued professional learning.

Alongside investing in our people, Glencar recognises that strong partnerships are essential to delivering projects safely, efficiently, and consistently. The capability, alignment, and performance of our supply chain are therefore critical to the Group’s wider delivery model and long-term success.

Disabled employees

The Group is committed to providing equal opportunities in all aspects of employment including recruitment, salary and working conditions, training, personal development, promotion opportunities, and general conduct at work. It is against the Group’s Equal Opportunities Policy to discriminate either directly or indirectly on the grounds of disability (or any other protected characteristic).

Reasonable adjustments to the recruitment process are made to ensure that no applicant is disadvantaged because of their disability.

Colleagues are requested to disclose any disability so the company can provide any required support or to put in place any reasonable adjustments that may be appropriate.

Supply Chain

The supply chain is integral to Glencar’s delivery model, and the Group continued to strengthen partner engagement throughout the year. This included improved onboarding, enhanced compliance checks, structured performance reviews, and the adoption of digital procurement tools to support consistency and quality across all regions.

Through the Glencar Partner Framework, the Group maintained a focus on transparent, long-term relationships. Tier One partners were assessed on safety performance, commercial discipline, social-value commitments, and Net Zero capability, ensuring alignment with Glencar’s standards.

Digital adoption continued with the rollout of the LSC (Local Supply Chain) Portal, providing a centralised system for supply chain selection, management, and enquiries. Onboarding was brought in-house via the Common Assessment Standard (CAS), improving control, reducing risk, and strengthening compliance.

Payment performance remained strong, with most supplier invoices paid within 30 days, supporting the financial stability of supply-chain partners, particularly SMEs. 72% of procurement spend was awarded to SMEs, reinforcing local economic impact and supply chain resilience.

Key achievements:

• LSC Portal deployed across all regions.

• Internal CAS onboarding implemented.

• 72% of procurement spends with SMEs.

• Tier One partners audited for net-zero, circular-economy and social-value capability.

• Structured 180° performance reviews completed.

• Targeted training to support consistent use of procurement and compliance tools.

The Group will continue to strengthen its procurement framework to ensure supply-chain partners are aligned with Glencar’s standards on safety, quality, sustainability, and commercial performance.

Regional Presence

Glencar continued to strengthen its regional footprint, operating from offices in St Albans, Birmingham, Manchester, Bristol, Cambridge, and Kerry. This regional structure enables the Group to work closely with clients, respond quickly to project requirements, and develop resilient local supply chain networks.

During the year, the Group delivered projects across key regions including the South-East, Midlands, North-West, and Ireland, with an expanding pipeline across urban development, life sciences, logistics, data centres, and advanced manufacturing. Regional teams played a central role in project mobilisation, stakeholder engagement, and programme certainty, while maintaining Glencar’s standards in safety, quality, and delivery.

As the Group grows, regional capability will remain central to operational strategy, supporting client relationships, local recruitment, and the continued development of supply chains aligned with the Group’s forward workload.

Risks and Uncertainties

The Group is exposed to a range of risks typical of the construction sector. The Board regularly reviews these risks, assesses potential impacts, and implements mitigation measures to maintain operational resilience and financial stability. The principal risks and uncertainties facing the Group are outlined below.

1. Market and Economic Conditions

Risk:

Construction activity is sensitive to macroeconomic factors, including inflation, interest rates, material costs, political uncertainty, and changes in investor sentiment. Extended pre-construction periods and delayed project starts continue to affect the wider industry.

Impact:

Delayed project starts, lower revenue, pressure on net margins, and increased challenges in forecasting revenue and resource requirements.

Mitigation:

• Maintaining a diversified sector portfolio including industrial and logistics, life sciences, data centres, urban development, and public sector frameworks.

• Early engagement with clients and consultants to secure visibility of future pipelines.

• Regular forecasting, stress testing, and disciplined cashflow management.

• Selective tendering aligned with capability, risk appetite, and margin expectations.

2. Contract and Delivery Risk

Risk:

Projects carry inherent risks related to programme performance, design development, ground conditions, subcontractor capability, and supply chain performance.

Impact:

Programme delay, cost escalation, reduced margins, contractual dispute, and reputational impact.

Mitigation:

• Strengthened commercial governance, including monthly forecasting and margin planning.

• Early engagement on design and technical issues to reduce change and uncertainty.

• Weekly programme monitoring and structured EOT management processes.

• Internal audits and project health checks across all regions.

• Focus on the quality of tender opportunities to ensure alignment with delivery capability.

3. Supply Chain Performance and Stability

Risk:

Supplier insolvency, labour shortages, material constraints, or inconsistent quality can disrupt project delivery.

Impact:

Delivery delays, cost increases, non-compliance, and operational disruption.

Mitigation:

• Structured partner selection through the Glencar Partner Framework.

• In-house onboarding via CAS for enhanced compliance control.

• LSC Portal provides visibility of partner capability and performance.

• Rigorous financial assessments and ongoing monitoring.

• Strong payment practices.

• Regular supplier audits, 180° performance reviews and Health & Safety Days.

4. Financial and Liquidity Risk

Risk:

Cash flow timing, retention release, payment cycles, and inflationary pressures affect liquidity and margins.

Impact:

Reduced working capital, pressure on margins and ability to settle debts as they fall due.

Mitigation:

• Strong cashflow forecasting and minimal external debt.

• Active management of retention recovery and payment cycles.

• Negotiation of favourable contract terms where possible.

• Close monitoring of subcontractor payment schedules.

• Regular financial reviews with regional leadership and Group Finance.

5. Health, Safety and Environmental Risk

Risk:

Construction environments carry inherent health, safety and environmental risks. Failure to manage these effectively can result in injury, enforcement action, or disruption.

Impact:

Operational interruption, increased cost, legal exposure, and reputational damage.

Mitigation:

• Behavioural safety programme supported by director-led leadership.

• innDex deployed across all projects for real-time compliance visibility.

• Regular audits, inspections, and leadership site visits.

• Mandatory mental health awareness training and wellbeing initiatives.

• Carbon reduction initiatives, waste management plans, and full compliance with environmental legislation.

6. People, Recruitment and Retention

Risk:

Sector-wide skills shortages, recruitment challenges, and talent competition.

Impact:

Resourcing issues, increased reliance on external labour, and loss of capability.

Mitigation:

• Structured workforce planning and talent development programmes.

• Commitment to maintaining at least 10% of the workforce in trainee/apprentice roles.

• Strengthened the PDR process with a performance-linked reward.

• Investment in CPD webinars, leadership training, and chartership support.

• Continued focus on employee wellbeing, engagement, and retention.

7. Technology, Data and Cyber Security

Risk:

Greater digital adoption increases exposure to cyber threats, data loss, and system disruption.

Impact:

Operational interruption, financial penalties, and reputational harm.

Mitigation:

• Strengthened IT governance and cyber security controls, including ISO 27001 certification.

• Mandatory monthly training to improve cyber awareness.

• Regular system updates, penetration testing, and data-protection audits.

• Controlled access to key platforms and internal systems.

• Employee training on information security and GDPR compliance.

8. ESG and Regulatory Compliance

Risk:

Evolving expectations around sustainability, carbon reporting, and social value obligations.

Impact:

Potential non-compliance, increased operational cost, and reduced competitiveness.

Mitigation:

• Oversight from the Director of ESG and Carbon Specialist Manager.

• Planet Mark certification and independent validation of emissions data.

• Carbon reduction initiatives (HVO, PV arrays, EV schemes).

• Delivery measured through the National TOMs Framework.

• Dedicated Sustainability Manager embedded within procurement, tendering, and project planning.

Conclusion

The board is satisfied that robust governance structures, controls, and monitoring processes are in place to manage the principal risks facing the Group. These measures provide a stable foundation for operational resilience, sustainable growth, and long-term performance.

Summary

As Glencar enters its tenth year, the Group does so from a position of stability and resilience. With major projects now underway, sustained demand across core and growth sectors, and the largest secured order book in its history, Glencar is well positioned for controlled, sustainable growth in both revenue and net margin. The Group will continue to strengthen operational capability, invest in people and digital systems, enhance sustainability performance, and deliver consistently high-quality outcomes for clients and communities.

Section 172 Statement

The directors confirm that they have acted in accordance with their duties under Section 172 of the Companies Act 2006, having regard to the long-term success of the Group and the interests of employees, clients, suppliers, communities, and the environment. These considerations are embedded in strategic decision-making, operational planning, risk management and the governance framework across the Group, and are laid out in the report above.

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 September 2025.

The results for the year are set out on page 18.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have prepared the group and parent company 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 group and parent company, and of the profit or loss of the group for that period.

In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

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

• state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent 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 group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

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

We have audited the financial statements of Glencar Construction (Holdings) Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our 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 group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

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

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

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

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

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

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.

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

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

• we identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our sector experience through discussion with the Directors (as required by auditing standards).

• we had regard to laws and regulations in areas that directly affect the financial statements including financial reporting and taxation legislation. We considered that extent of compliance with those laws and regulations as part of our procedures on the related financial statement items.

• with the exception of any known or possible non-compliance, and as required by auditing standards, our work in respect of these was limited to enquiry of the Directors.

• we communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.

• we addressed the risk of fraud through management override of controls, by testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

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

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

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

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £1,852 (2024 - £4,908 loss).

Glencar Construction (Holdings) Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Glencar House, 32-34 Upper Marlborough Road, St Albans, Hertfordshire, AL1 3UU.

The group consists of Glencar Construction (Holdings) Ltd and all of its subsidiaries.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The consolidated group financial statements consist of the financial statements of the parent company Glencar Construction (Holdings) Ltd together with all entities controlled by the parent company (its subsidiaries).

All financial statements are made up to 30 September 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control effectively commences until the date that control ceases.

At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Revenue is recognised at the fair value of the consideration received or receivable for goods and services

provided in the normal course of business, and is shown net of VAT and discounts.

Revenue comprises the fair value of construction works carried out in the year, based on an internal assessment of work carried out. Once the outcome of a construction contract can be estimated reliably, revenue is recognised in the Statement of comprehensive income on a stage of contract completion basis. Gross amounts owed by contract customers, included within debtors, represent revenue, less progress payments received. Where progress payments exceed revenue, the excess is shown as gross amounts owed to contract customers within current liabilities. For the company's overall accounting policy in relation to construction contracts refer to note 1.8.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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

Freehold land is not depreciated. As a result of improvements made to the relevant property, that completed during the period, Freehold buildings are not depreciated. This policy will be reviewed by the directors in future periods.

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

Properties whose fair value can be measured reliably are held under the revaluation model and are carried at a revalued amount, being their fair value at the date of valuation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The fair value of the land and buildings is usually considered to be their market value.

Revaluation gains and losses are recognised in other comprehensive income and accumulated in equity, except to the extent that a revaluation gain reverses a revaluation loss previously recognised in profit or loss or a revaluation loss exceeds the accumulated revaluation gains recognised in equity; such gains and loss are recognised in profit or loss.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded, which are recognised at cost less impairment.

In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs. At each reporting period end date investments not carried at fair value are also assessed to determine whether there are any indications of impairment.

Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.

When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.

Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period.

The “percentage of completion method” is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by the proportion of contract costs incurred for work performed to date compared to the estimated total contract costs, or surveys of work performed where appropriate. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as stocks, prepayments or other assets depending on their nature, and provided it is probable they will be recovered.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

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 cost of any unused holiday entitlement is recognised in the period in which the 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.

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

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

Government grants relating to revenue are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Recognised amounts on construction contract revenues and related receivables reflect the directors' best estimate of long-term contracts outcome and stage of completion. This includes the assessment of the profitability of the long-term contracts. Costs to complete and contract profitability are subject to significant estimation and uncertainty.

An analysis of the group's turnover is as follows:

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 0).

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

The fair value of the Freehold land and buildings has been arrived at on the basis of a valuation carried out on 22 September 2025 by CBW Surveyors Limited, who are not connected with the group. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties. The historical cost of Freehold land and buildings is £5,625,662 (2024 - £5,512,229).

The company owns 100% of the ordinary share capital of the following subsidiaries at 30 September 2025:

Glencar Construction Ltd

Glencar Construction (Freehold) Ltd

Glencar Contractors Ltd is 100% owned by Glencar Construction Ltd, and therefore deemed a subsidiary undertaking. Glencar Construction Ltd and Glencar Contractors Ltd both operate in the construction sector. Glencar Construction (Freehold) Ltd is a property investment company.

The registered office address for Glencar Construction Ltd and Glencar Construction (Freehold) Ltd is Glencar House, 32-34 Upper Marlborough Road, St Albans, Hertfordshire, AL1 3UU, and for Glencar Contractors Ltd it is Langford Street, Killorglin, Co. Kerry, Ireland.

The group has a bank loan which is repayable over the period until 2043. The interest rate on the loan is 2.75% over base rate.

The bank loan is secured by way of a legal charge over assets of the group, and guarantees made by companies within the group.

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

As part of a group reorganisation in 2022, entities were combined to the group structure. The merger accounting principles applied gave rise to a merger reserve in the consolidated balance sheet.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

The remuneration of key management personnel is as follows.

During the year the group entered into the following transactions with related parties:

The following amounts were outstanding at the reporting end date:

The above outstanding balance is interest free and repayable on demand.

The company is exempt from disclosing other related party transactions as they are with other members of the group, and are wholly owned subsidiaries.

The directors had interest-bearing loans during the year. The movements on the loans during the year were as follows:

The outstanding balances have been repaid in full post the balance sheet date.

Mr E McGillycuddy is the ultimate controlling party by virtue of his directorship and shareholding in the company.