The directors present the strategic report for the year ended 31 August 2025.

The principal activity of the Group continued to be the provision of civil engineering and construction services throughout the United Kingdom, with a focus on roads and infrastructure, power and energy, retail, leisure, transport, manufacturing, and industrial sectors.

The directors present a fair, balanced and understandable review of the Group’s business and performance during the year ended 31 August 2025. The results for the year are shown on the Statement of Comprehensive Income on page 14.

During the year, the Group strengthened its market position through the expansion of operations in England and continued growth within the energy sector, supporting strategic diversification, enhanced geographic reach, and increased capability across major infrastructure and energy delivery programmes.

Turnover increased to £161 million (2024: £157 million), reflecting sustained demand across the Group’s core operating sectors and the successful delivery of major infrastructure and civil engineering projects across the United Kingdom.

Profit before taxation for the financial year amounted to £4,472,764 (2024: £4,055,004). The improvement in profitability reflects disciplined project selection, effective commercial management, and a continued focus on operational delivery in a competitive market environment.

The Group maintained a strong secured order book entering the new financial year, supported by repeat business from long-standing clients, framework agreements, and continued success across both public and private sector infrastructure projects. The Board continues to place emphasis on sustainable growth within the expanding power and energy markets.

Throughout the year, the Board prioritised cash generation, margin protection, and disciplined contract selection to support financial resilience. This approach was underpinned by effective working capital management and careful risk selection.

Operationally, the Group maintained its focus on delivery through robust project governance, commercial controls, and leadership development. Continued investment in compliance and management reporting has enhanced project visibility and supported informed decision-making.

During the year, the Group made significant additions to tangible fixed assets, including construction plant, machinery, and transport vehicles. This investment supports operational delivery, enhances internal capability, and is expected to improve efficiency and programme certainty across projects, while reducing reliance on external hire.

The Group operates in sectors where a number of inherent risks and uncertainties may affect performance and financial outcomes.

Health and safety risks remain a fundamental consideration across all operational activities. These are managed through established systems, governance frameworks, and ongoing investment in training and compliance.

Labour availability and skills shortages across key operational and specialist roles continue to present challenges, alongside inflationary pressures on wages and employment costs.

Supply chain constraints and subcontractor availability remain areas of focus. The Group maintains relationships with established delivery partners and applies structured supply chain management processes to mitigate disruption.

Project delivery risks include programme delays arising from utility diversions, statutory approvals, adverse weather conditions, and client-led design changes, which may affect delivery timescales and commercial performance.

Cash flow and working capital management remain key considerations, particularly within large-scale infrastructure projects where payment cycles, retention balances, and subcontractor obligations require careful control.

The Group is subject to increasing environmental and regulatory requirements, including carbon reduction targets and sustainability obligations, particularly in public sector and energy-related contracts.

Cyber security and IT resilience remain important operational considerations. Investment continues in systems, controls, and infrastructure to mitigate the risk of service disruption or data compromise.

Economic factors, including inflation, interest rate volatility, geopolitical uncertainty, and energy market fluctuations, may influence client investment decisions, project timing, and overall market confidence.

The Group seeks to mitigate these risks through disciplined contract selection, strong commercial management, diversified sector exposure, and the maintenance of long-term client and supply chain relationships.

The Board recognises that the Group’s employees are central to its continued success.

Health and safety remains a primary focus, supported by ongoing investment in compliance, workforce training, leadership engagement, behavioural safety initiatives, and site supervision to maintain high standards across all operations.

Staff retention and development remain key priorities. The Group continues to invest in training programmes, apprenticeships, and structured career development to support recruitment, retention, and long-term capability.

The Group is committed to operating in a responsible and sustainable manner. Progress continues in environmental stewardship, sustainability initiatives, and community engagement, including the promotion of local employment, responsible sourcing, and supply chain participation.

The business also supports wider social value objectives through skills development, apprenticeships, and engagement with local communities in the regions in which it operates.

Future outlook

The directors remain confident in the medium to long-term prospects of the Group.

This confidence is supported by a strong order book, continued investment in strategic growth areas, and opportunities across infrastructure, energy, and public sector frameworks.

The Group is well positioned to benefit from ongoing infrastructure investment and the transition within the energy sector, supported by its diversified project portfolio and established client relationships.

The Board remains focused on achieving sustainable growth in turnover while maintaining margin discipline, operational performance, and financial resilience.

The Group expects to continue to invest in tangible fixed assets, including plant and transport, where appropriate, to support operational efficiency and long-term growth.

Framework growth and tendering activity

The Group strengthened its position across public and private sector procurement routes during the year, with a focus on improving tender success rates and securing positions on key framework agreements.

Investment in pre-qualification, compliance, bid management, and estimating capability has enhanced access to long-term pipeline opportunities and supported the development of repeat client relationships.

Framework participation remains an important component of the Group’s strategy, providing improved visibility of future workload, stronger client collaboration, and support for long-term growth.

The Board continues to focus on expanding framework participation and improving win rates across target sectors, particularly within infrastructure, highways, and the growing power and energy markets.

The key financial performance indicators monitored by the Board and the group’s management team are: contract performance; divisional contribution; overheads; net profit margin and liquidity ratios.

The directors believe that non-financial performance indicators are as important as financial ones. These include, but are not limited to: the retention of a skilled workforce; maintaining a good reputation with clients through the group’s commitment to providing quality work; and achieving the highest possible standards in both Health and Safety and Environmental performance.

Section 172(1) of the Companies Act 2006 imposes an obligation on the group's Board of Directors to promote the success of the group as a whole for the benefit of all stakeholders.

The following disclosure describes how the directors have responded to the requirements of Section 172(1) and details the actions and procedures now in place to ensure compliance.

The directors have acted in good faith and consider that, during the year ended 31 August 2025, they have acted in a manner most likely to promote the success of the Group for the benefit of its members as a whole, having regard to the matters set out in Section 172(1) of the Companies Act 2006.

In discharging their duties, the directors have had regard to the likely long-term consequences of decisions, the interests of employees, relationships with clients, suppliers and subcontractors, the impact of operations on the community and the environment, the importance of maintaining high standards of business conduct, and the need to act fairly between members.

The Board recognises the importance of maintaining strong relationships with key stakeholders. Long-term client relationships, reliable supply chain partnerships, and a skilled and engaged workforce are fundamental to the Group’s ongoing success.

Employee engagement is supported through continued investment in training, development, and leadership, alongside a strong focus on health and safety and employee wellbeing.

The Group works closely with suppliers and subcontractors to ensure fair and responsible procurement practices, effective collaboration, and consistent delivery across projects.

Environmental and social considerations are embedded within decision-making, particularly in relation to sustainability, carbon reduction, and responsible business practices.

The directors regularly review the Group's strategy, financial performance, operational delivery, and risk management framework to ensure decisions remain aligned with the long-term success of the business and the interests of its stakeholders.

The directors consider that the decisions taken during the year have supported the long-term sustainable success of the Group.

In summary, the Board recognises that it must understand the views and needs of all of the group's stakeholders including shareholders, employees, customers and suppliers, and the effect on these interested parties of the principal decisions taken by the group during the financial year.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 August 2025.

The information regarding the business review and future developments, principal risks and uncertainties, financial key performance indicators and other key performance indicators is included in the Strategic Report and not in the Directors' Report.

The principal activity of the group continued to be that of civil engineering.

The results for the year are set out on page 14.

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:

Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

The group places considerable value on the involvement of its employees and has continued its previous practice of keeping them informed on matters affecting them as employees and on the various factors affecting the performance of the group.

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Strategic Overview

The Board recognises that effective management of energy consumption and greenhouse gas emissions is an important component of operational excellence, cost efficiency and long-term business sustainability.

As a major civil engineering and construction contractor, the Group continues to invest in modern vehicles, plant, equipment and technologies designed to improve productivity while reducing fuel consumption and associated emissions.

Emissions Performance Summary

The Group's total gross greenhouse gas emissions for the year ended 31 August 2025 were 7,817.07 tonnes of carbon dioxide equivalent (CO₂e) compared with 8,980.31 tonnes of CO₂e in the prior year, representing a reduction of approximately 13%.

The principal intensity ratio, measured as tonnes of CO₂e per £100,000 of turnover, improved from 5.70 in 2024 to 4.83 in 2025, an improvement of approximately 15%.

Base Year

The Group has adopted a fixed base year of 2014/15.

This coincides with the first year of compliance with the Energy Savings Opportunity Scheme (ESOS), which provided a structured and auditable framework for measuring energy data. The period is considered representative of the Group's normal operating activities and provides an appropriate benchmark against which long-term performance can be measured.

The Group applies a formal base year recalculation policy to ensure that emissions data remains meaningful and comparable over time.

The threshold for recalculation is set at 15% of base year emissions. The Directors consider this to be a significant and robust threshold which ensures that only material changes affecting the comparability of reported emissions result in the restatement of historical data.

Emissions Reduction Target

The Group's emissions reduction target is to reduce gross greenhouse gas emissions, measured as tonnes of CO₂e per £100,000 of turnover, by 5% per annum.

Overall responsibility for delivery of this target rests with Allan Randall and Alex Morrison, Joint Managing Directors, together with Ian Barclay, Director.

Organisational Boundary

The Group has prepared its greenhouse gas disclosures using the operational control approach.

Under this approach, the report includes emissions arising from all operations, sites, vehicles and equipment over which the Group has the authority to introduce and implement operating policies and environmental management procedures.

This includes the Group's offices, depots, construction sites, company-owned and hired vehicles and construction plant under the Group's day-to-day operational control.

The disclosures contained within this report have been prepared in accordance with the UK Government's Environmental Reporting Guidelines (2019), including the Streamlined Energy and Carbon Reporting framework, the Energy Savings Opportunity Scheme (ESOS) guidance and the 2025 UK Government Greenhouse Gas Conversion Factors for Company Reporting.

For continuity, the Group has used the same intensity metric as in the prior year: gross greenhouse gas emissions expressed as tonnes of CO₂e per £100,000 of turnover.

The Directors consider this to be the most meaningful measure for a civil engineering and construction business, as it provides a consistent benchmark of emissions relative to the scale and value of the Group's activities.

The Group has committed to implementing the recommendations arising from its ESOS Phase 3 assessment. These measures are being introduced in stages throughout 2025 and 2026 and are expected to deliver further reductions in energy consumption and carbon emissions.

In addition, the Group has developed a network of modern, energy-efficient regional and satellite offices located closer to operational activities and employees. This approach reduces commuting distances and minimises travel-related emissions.

Operational efficiencies continue to be enhanced through improved planning and asset utilisation. The Group encourages the use of Microsoft Teams and other video conferencing technologies wherever practical to reduce unnecessary travel between offices, depots and project locations.

Across construction site compounds and temporary site offices, the Group has expanded the use of solar panels and battery storage technology. These systems reduce dependence on diesel generators and lower both fuel consumption and associated greenhouse gas emissions at project locations.

The Group's head office also incorporates a range of renewable and low-carbon technologies, including solar photovoltaic panels and a ground source heating system. These investments reduce reliance on grid electricity and fossil fuels and contribute to lower operational emissions.

The transition to lower-emission transport continues through the introduction of electric and hybrid vehicles where operationally and commercially appropriate. To support this strategy, the Group has invested significantly in electric vehicle charging infrastructure at its head office.

The Group routinely specifies speed limiters on new vehicles and has deployed advanced telematics systems throughout the fleet and on selected items of construction plant. These systems monitor speed, braking, acceleration, route efficiency and engine idling times. The information generated is used to coach drivers and operators, resulting in more efficient working practices and measurable reductions in fuel usage.

A significant element of this programme is the continued investment in modern vehicles and construction plant incorporating more efficient engines, lower-emission technology and enhanced environmental performance. Replacing older assets with newer equipment has improved productivity and reduced fuel consumption across the fleet and plant operations.

The Group continues to pursue a structured programme of energy efficiency and carbon reduction initiatives across all areas of the business. These measures are designed to improve fuel economy, reduce energy consumption and lower greenhouse gas emissions, while also delivering operational and cost efficiencies.

The Group also continually reviews the utilisation and specification of its van fleet to maximise occupancy and reduce unnecessary journeys. Where four- and five-seat vans are deployed, the Group seeks to ensure that vehicles are used to their full practical capacity wherever operationally possible. The size and configuration of vehicles used to transport the workforce are also reviewed on a regular basis and, where operational requirements allow, larger vans are replaced with smaller and more fuel-efficient vehicles. This approach improves transport efficiency, reduces the number and size of vehicles required on the road and lowers associated fuel consumption and greenhouse gas emissions.

The Directors remain committed to continuous improvement in environmental performance and recognise that effective carbon management is integral to the long-term sustainability and resilience of the business.

The Group will continue to invest in efficient vehicles, plant and technologies, while embedding energy-conscious behaviours throughout the organisation. Progress against the Group's emissions reduction target will be monitored on an ongoing basis and reported annually.

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 group 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 group is aware of that information.

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 elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and 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 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 group and 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of Dougall Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 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 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 31 August 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 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 its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the directors' report.

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

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

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

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

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

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

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.

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.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the group, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the group and parent company that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

• Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud; 

• Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the group and parent company through enquiry and inspection; 

• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

• Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias. 

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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 s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £986,700 (2024: loss of £22,006).

Dougall Holdings Limited (“the company”) is a private limited company domiciled and incorporated in Scotland. The registered office is Balmore House, 1497 Balmore Road, Glasgow, United Kingdom, G23 5HD.

The group consists of Dougall Holdings Limited 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. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: The disclosure requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b), 11.48(c), 12.26, 12.27, 12.29(a), 12.29(b), and 12.29A;

• Section 26 ‘Share based Payment’: Share based payment arrangements required under FRS 102 paragraphs 26.18(b), 26.19 to 26.21 and 26.23;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company, Dougall Holdings Limited, together with all entities controlled by the parent company (its subsidiaries).

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 commences until the date that control ceases.

In accordance with the transitional exemption available in FRS 102, the group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 1 September 2014.

Therefore the group continues to recognise a merger reserve which arose on a past business combination that was accounted for as a merger in accordance with UK GAAP as applied at the time.

The group and company has a satisfactory level of financial resources together with a solid base of existing customers, and expertise in its field of operations. As a consequence the directors believe that the group and company is well placed to manage its business risks successfully despite the current uncertain economic outlook.

The directors have a reasonable expectation that the group and company has adequate resources to continue in operational existence for the foreseeable future, and so continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

• the amount of revenue can be measured reliably;

• it is probable that the group will receive the consideration due under the contract;

• the stage of completion of the contract at the end of the reporting period can be measured reliably; and

• the costs incurred and the costs to complete the contract can be measured reliably.

Construction contracts

When the outcome of a construction contract can be estimated reliably, the group shall recognise contract revenue and contract costs associated with the construction contract as revenue and expenses respectively by reference to the stage of completion of the contract activity at the end of the reporting period.

The group shall determine the stage of completion of a transaction or contract through performing surveys of the work performed to date.

When the outcome of a construction contract cannot be estimated reliably:

• the group shall recognise revenue only to the extent of contract costs incurred that it is probable will be recoverable; and

• the group shall recognise contract costs as an expense in the period in which are incurred.

The group will recognise as an expense immediately any costs whose recovery is not probable. When it is probable that total contract costs will exceed total contract revenue on a construction contract, the expected loss shall be recognised as an expense immediately.

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:

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 credited or charged to profit or loss.

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the parent company holds a long term interest and where the parent company has significant influence. The parent company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the parent company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

At each reporting date the group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined by which is higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying value exceeds the recoverable amount.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

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.

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 carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

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 group 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.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets' fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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 directors are satisfied that accounting policies are appropriate and applied consistently. Key sources of accounting estimation have been applied to the valuation of work in progress based on surveyors' valuations of work performed at the end of each accounting period and the recognition of revenue due on contracts.

During the year no retirement benefits were accruing to directors (2024: 1 director) in respect of defined contribution schemes.

Key management personnel are deemed to be the directors of the company only.

Social security costs incurred on behalf of the directors were £110,978 (2024: £126,435).

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

Their aggregate remuneration comprised:

The actual charge/(credit) 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:

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Included within the above depreciation charge is depreciation of assets held under hire purchase contracts being £275,500 (2024: £494,700).

Details of the company's subsidiaries at 31 August 2025 are as follows:

The registered office of all subsidiaries is the same as the parent company, Dougall Holdings Limited, details of which are included on the company information pages of these financial statements.

The reporting date of Westerhill Developments Limited was 2 April 2025. Interim statements as at 31 August 2025 have been used in this consolidation.

The allowances for estimated irrecoverable amounts have been determined by reference to past experience and the information on specific contracts and balances and is calculated by reference to the present value of anticipated future proceeds. Trade terms are determined on a contract by contract basis.

The group has facilities which are secured by a counter indemnity, a negative pledge, one fixed and two floating charges over the assets and undertakings of Luddon Construction Limited.

Hire purchase creditors are secured over the assets that they are in relation to.

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. Contributions totalling £131,932 (2024: £110,295) were payable to the fund at the balance sheet date.

The ordinary shareholders are entitled to dividends and shares rank equally for voting purposes.

Capital redemption reserve

The capital redemption reserve relates to the equity component of shares bought back by the group in the prior years.

Merger reserve

On 22 May 1998 the company acquired Luddon Construction Limited by an exchange of shares. In accordance with Sections 131 and 133 of the Companies Act 1985, no premium was recorded on the shares issued.

On consolidation the difference between the nominal value of the company's shares and the amount of the share capital and share premium on the acquisition of Luddon Construction Limited was credited to a merger reserve. The difference between the cost of acquisition and the fair value of the net assets acquired was debited to this reserve.

Profit and loss reserve

The profit and loss reserve includes all current and prior year retained profits or losses.

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:

At 31 August 2025 there were performance bonds outstanding of £7,157,585 (2024: £3,983,589).

T B Dougall was also a director of James Strang Limited, Legge Steel (Fabrications) Limited, Craighall Developments Limited, Craighall Energy Limited, Lednathie Estate Limited, R Lindsay and Company (Contractors) Limited and Lion & Unicorn Hotel Limited, during the year.

During the year to 31 August 2025 the group was involved in the following transactions:

James Strang Limited

During the year the group made purchases of £6,320 (2024: £3,975) and £2,724,149 (2024: £1,669,359) of subcontracting services from James Strang Limited. Sales to James Strang Limited amounted to £301,306 (2024: £2,519).

At the year end amounts due from James Strang Limited to the group were £86 (2024: £1,320) and £459,950 (2024: £606,745) was included within accruals in respect of subcontracting services from James Strang Limited.

Legge Steel (Fabrications) Limited

During the year the group made purchases of £32,500 (2024: £20,202) and £290,170 (2024: £316,722) of subcontracting services from Legge Steel (Fabrications) Limited.

At the year end amounts due to Legge Steel (Fabrications) Limited by the group were £29,713 (2024: £nil) and £58,732 (2024: £176,340) was included within accruals in respect of subcontracting services from Legge Steel (Fabrications) Limited.

R Lindsay and Company (Contractors) Limited

During the year the group made purchases of £3,700 (2024: £nil) and £12,850 (2024: £nil) of subcontracting services from R Lindsay and Company (Contractors) Limited.

At the year end amounts due to R Lindsay and Company (Contractors) Limited by the group were £nil (2024: £nil) and £nil (2024: £nil) was included within accruals in respect of subcontracting services from R Lindsay and Company (Contractors) Limited.

Lion & Unicorn Hotel Limited

During the year the group made purchases of £23,474 (2024: £nil) from Lion & Unicorn Hotel Limited.

At the year end amounts due from Lion & Unicorn Hotel Limited to the group were £nil (2024: £nil).

Craighall Developments Limited

During the year the group made sales to Craighall Developments Limited which amounted to £44,533 (2024: £23,722).

At the year end amounts due from Craighall Developments to the group to the group were £164,712 (2024: £118,960) and there is Work in Progress totaling £261,065 (2024: £291,017) for works carried out by the group on behalf of Craighall Developments Limited.

Craighall Energy Limited

During the year the group made sales to Craighall Energy Limited which amounted to £nil (2024: £nil).

At the year end amounts due from Craighall Energy Limited to the group were £57,079 (2024: £49,789).

Lednathie Estate Limited

During the year the group made purchases of £128,520 (2024: £172,392) from Lednathie Estate Limited.

At the year end amounts due by the group to Lednathie Estate Limited were £154,224 (2024: £159,224).

Dougall Estate (Partnership)

T B Dougall and A J Dougall are also the partners of Dougall Estates.

Sales to Dougall Estates in the year amounted to £172,830 (2024: £100,950).

At the year end amounts due to the group by Dougall Estates were £33,589 (2024: £29,971).

The company is ultimately controlled by T B Dougall, who holds a majority of the voting rights in the company and has the right to appoint or remove a majority of the board of directors.