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Registered number: 07046711










JRL GROUP HOLDINGS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 MARCH 2026

 
JRL GROUP HOLDINGS LIMITED
 
 
COMPANY INFORMATION


Directors
Mr J J Reddington 
Mr K W Keegan 
Mr R J Gleeson 
Mr M A Lahiff 
Mr C F Lee 
Mr H W Wong 




Alternate director
 
 
Company secretary
Mr E Chong
 
 
Mr R J Gleeson



Registered number
07046711



Registered office
4 Elstree Way
Borehamwood

Hertfordshire

WD6 1RN




Independent auditors
MHA
Statutory Auditors

6th Floor

2 London Wall Place

London

EC2Y 5AU




Bankers
HSBC
8 Canada Square

Canary Wharf

London

E14 5HQ





RBS

Royal Bank of Scotland

250 Bishopsgate

London

EC2N 3AS





 
JRL GROUP HOLDINGS LIMITED
 

CONTENTS



Page
Chairman's Statement
 
1 - 2
Group strategic report
 
3 - 39
Directors' report
 
40 - 41
Independent auditors' report
 
42 - 45
Consolidated statement of comprehensive income
 
46
Consolidated statement of financial position
 
47 - 49
Company statement of financial position
 
50 - 51
Consolidated statement of changes in equity
 
52 - 53
Company statement of changes in equity
 
54
Consolidated statement of cash flows
 
55 - 56
Consolidated analysis of net debt
 
57
Notes to the financial statements
 
58 - 93


 
JRL GROUP HOLDINGS LIMITED
 
 
 
CHAIRMAN'S STATEMENT
FOR THE PERIOD ENDED 31 MARCH 2026

The chairman presents his statement for the period.

Looking back over the period now under review, this has been a year of stabilisation, consolidation and quiet rebuilding. The work has been demanding, the progress is real, and the foundation is now in place. The next phase; the disciplined, sustainable delivery of the work secured; lies ahead. I look forward to demonstrating our capability through the outcomes we deliver for our clients.

The Group's results for the 11 months to 31 March 2026 show a return to profitability at modest levels. Turnover for the period was £573m and gross profit was £92m, representing a gross margin of 16.0%. Operating profit was £8.6m and profit before tax was £2.9m. The shortened reporting period reflects the permanent alignment of the Group's financial year with that of our 50% shareholder, IJM, whose reporting year ends on 31 March. From the next period onwards, the Group will report on a consistent 12-month cycle.

These results stand in marked contrast to the loss before tax of £48.8m reported for the 16 months to 30 April 2025. Returning to profitability after a sustained period of losses is a milestone we are pleased to have reached. Rebuilding consistent, sustainable margins from the Group's strong market position remains the work of the years ahead. What the period demonstrates is that the actions taken, the contract-by-contract reviews, the business-by-business evaluations, the strengthening of governance, the recapitalisation, and the disciplined approach to new work are taking hold.

Stabilisation, controls and the operating environment

The defining characteristic of the period has been stability. The under-performing contracts that dominated prior reporting periods have been delivered, and their impact on the income statement has reduced materially. Live projects are being delivered against tighter front-end pricing assumptions, more disciplined risk allocation and enhanced cost-to-complete reporting. The Group's integrated, self-delivery model has continued to provide the programme certainty our clients value, and is increasingly the differentiator in the work we are now winning.

The trading environment has not been without difficulty. Instability in the Middle East has placed renewed pressure during the period on the cost and availability of certain materials, on energy costs, and on the shipping and logistics that support the wider construction supply chain. Drawing on the lessons of the 2022 inflationary period, the Group responded early. Scenario analysis was undertaken, procurement was validated bottom-up against top-down stress tests, and contractual mitigations were sought where appropriate on live projects. The Board considers that the operating model has proved resilient under this pressure.

Order book, refocusing and the next phase

The Group ended the period with a secured order book in excess of £2.0bn, the largest in its history. The composition of that order book, well diversified by client, sector and duration, reflects the renewed confidence in JRL's capability and integrated model. We have worked closely with our clients to help them navigate the implications of new planning requirements and to develop approaches that achieve optimised outcomes for their schemes.

Together with our partner IJM, we have continued the comprehensive review of the operating model commenced in the prior period. The work has progressed in a measured, evidence-led way. Overheads, management reporting, operating centres, gross margins and the role of the Group's offsite manufacturing platform have all been examined. Where adjustment has been required it has been made; where the integrated model has been validated it has been retained. Tangible outcomes during the period include the restructuring of our manufacturing facilities across the UK and Ireland, securing operating savings and improved efficiencies. The Group's integrated, self-delivery model, applied with discipline and appropriate risk management, remains central to what differentiates the business.

 
Page 1

 
JRL GROUP HOLDINGS LIMITED
 
 
 
CHAIRMAN'S STATEMENT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026

Our partnership with IJM

The relationship with IJM, which began with the £50m equity investment completed at the end of the prior period, has matured into a working partnership over the course of the year. IJM's representatives on the Board have brought additional sector, governance and operational experience, and have engaged constructively with the executive team on questions of project selection, risk allocation, capital allocation and operating model design. These new governance arrangements have significantly strengthened the Group's managerial bandwidth and capability. With the depth of experience now represented across the Board, the Group is in a much better position.

Health, safety, sustainability and our people

“Plan Safe, Work Safe”, refreshed in the prior period as the “2030 Vision”, remains the cornerstone of our approach to health and safety. The objective is unchanged: no accidents, no harm to people and no damage to the environment. We have continued to invest in training, supervision and behavioural initiatives across all sites, and to support mental-health awareness through the “Mates in Mind” initiative and our wider wellbeing programmes.

Sustainability remains embedded in how the Group operates. We have continued to progress the fleet electrification strategy, to invest in more efficient plant and equipment, and to reduce waste through JRL Environmental.

Above all, JRL is a people business. Through the period we have continued to invest significantly in our internal capability - hiring, training, leadership development, succession planning and the building of strong project teams. The next phase of the Group's development will turn on the quality, alignment and motivation of those teams. We are thankful to every colleague who has helped us navigate this demanding period with commitment and resilience.

Outlook

The Group enters its first full 12-month reporting period with a record order book, a strengthened balance sheet, an experienced and supportive long-term shareholder, and a leadership team materially reinforced over the past year. The legacy issues of recent reporting periods have been addressed and the operating platform is stable. The focus now is on the disciplined delivery of the secured work, the steady rebuilding of margins, and the embedding of the standards that will sustain the Group through future cycles.

The Board remains realistic about the wider economic environment, and are nonetheless of the view that the Group is well placed to translate its scale and capability into consistent, sustainable performance, and to continue to earn the trust of the clients, colleagues, supply-chain partners, lenders and shareholders who have stood by the business through a demanding period.

On behalf of the Board, I extend my thanks to all of them.


             ........................................
NameMr J J Reddington
Chairman

Date10 July 2026

Page 2

 
JRL GROUP HOLDINGS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 31 MARCH 2026

Introduction
 
The directors present the Group Strategic Report of JRL Group Holdings Limited and its subsidiaries (“the Group”) for the 11 months ended 31 March 2026. The reporting period covers 1 May 2025 to 31 March 2026 and reflects the Group's permanent alignment with the financial year of its 50% shareholder, IJM. Comparative figures relate to the 16-month period ended 30 April 2025 and are not, therefore, directly comparable.

This Report has been prepared in accordance with sections 414A to 414C of the Companies Act 2006 and includes an analysis of principal risks and uncertainties, key performance indicators and the Group's operational performance.

Group financial review
 
The 11-month period to 31 March 2026 represents the first reporting period in which the Group has returned to profitability following the sustained losses recognised in the 2022, 2023 and 16-month 2025 reporting periods. The directors are encouraged by the result, while remaining conscious that profit before tax of £2.9m on turnover of £573m is a starting point rather than a destination.

The summary financial position is set out below.
      
11 months ended 31 March 2026  16 months ended 30 April 2025
Turnover      £573m      £785m
Gross profit     £92m       £99m
Gross margin     16.0%      12.6%
Operating profit / (loss)    £8.6m      (£35.5m)
Profit / (loss) before tax    £2.9m      (£48.8m)
Net assets      £114.9m      £113.2m
Order book at period end    In excess of £2.0bn    In excess of £2.0bn

Turnover for the period was £573m. On a 12-month equivalent basis this represents an annualised run-rate of approximately £625m, an increase on the level of activity in the prior period. Demand for the Group's core services has remained robust through the period; the relative stability of revenue against a strong order book reflects deliberate selectivity in the work undertaken.

Gross profit for the period was £92m, representing a gross margin of 16.0% (16 months to 30 April 2025: 12.6%). The improvement, while modest, reflects tighter front-end pricing on new work, the substantial completion of the more challenging legacy contracts, and the disciplined application of cost-to-complete reviews on live projects. The Group anticipates returning to a 16% gross margin in the coming years on increased levels of activity, supported by a robust order book of quality work. Administrative expenses remained tightly controlled, and the operating profit of £9m is a clear inflection from the operating loss of £36m for the prior period.

The recapitalisation completed in April 2025, with the £50m equity investment by IJM alongside selective property disposals, has continued to underpin the Group's financial resilience through the period. Net debt, available facilities and liquidity headroom remain at levels considered appropriate by the Board for the scale of the order book and the working-capital cycle of the Group's activities. The Group's net assets at 31 March 2026 were £114.9m (30 April 2025: £113.2m).

Profit attributable to shareholders for the period was £0.5m (16 months to 30 April 2025: loss of £35.5m). The directors do not recommend the payment of a dividend (16 months to 30 April 2025: £NIL).

Page 3

 
JRL GROUP HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026

Business model

JRL is one of the United Kingdom's largest integrated construction groups, operating through a portfolio of approximately 60 trading subsidiaries. The Group's principal activities span main contracting, specialist subcontracting and a vertically integrated network of plant, equipment and construction-material manufacturing businesses serving the prime residential, commercial, mixed-use and public-sector markets.

The Group's distinctive feature is its integrated, self-delivery model. Through subsidiaries including Midgard, Midgard City, J Reddington Limited, McMullen Façades, Ark Mechanical and Electrical Services, Thames Reinforcements, London Tower Crane Hire and Sales, JRL Plant and Logistics and JRL Environmental, the Group is able to deliver the principal trades and services required for complex construction projects from within a single, co-ordinated organisation. This integration enables the Group to offer clients greater certainty of programme and cost than is typically available through traditional supply-chain models, particularly on technically demanding or fast-tracked schemes.

The Group's offsite manufacturing capability supports the application of Modern Methods of Construction and Design for Manufacture and Assembly to reduce on-site time, improve quality and contribute to the Group's sustainability ambitions.

Strategic objectives

Following the recapitalisation and the introduction of IJM as a long-term shareholder, the Board has set the following strategic priorities for the next phase of the Group's development:
 
Disciplined delivery of the secured order book, translating the largest order book in the Group's history into consistent, predictable financial outcomes;
Restoration of sustainable margins through tighter pricing discipline, contractual risk management and the selective application of the integrated delivery model;
Continued embedding of governance, risk-management and reporting frameworks across the Group, building on the work commenced jointly with IJM in the prior period;
Ongoing investment in talent, leadership and culture to support delivery of the order book and to attract the next generation of construction professionals;
Strengthening of long-term client and supply-chain relationships, with emphasis on partners aligned to the Group's standards on safety, quality and sustainability;
Progress towards the Group's Carbon Neutral and Net Zero targets, supported by data-driven measurement, fleet electrification and offsite manufacturing; and
Realisation of the long-term partnership with IJM, including the practical alignment of governance, reporting and strategic planning achieved during the period.

Operational performance

The directors are pleased to provide commentary on the operational performance of the Group's principal trading subsidiaries for the 11 months ended 31 March 2026. Comparative figures, where shown, relate to the 16 months ended 30 April 2025 and are not directly comparable. 

Midgard Limited and Midgard City Limited
Midgard, the Group's principal main-contracting business, together with Midgard City, again accounted for the largest share of Group revenue. Midgard generated turnover of £410.0m for the period and reported a profit before tax of £11.0m, compared to turnover of £579.6m and a loss before tax of £15.4m in 2025. Midgard City generated turnover of £120.3m and a profit before tax of £2.6m, compared to turnover of £62.8m and a loss before tax of £4.4m in 2025. The integrated capability of the wider Group continues to be central to Midgard's main-contracting offer, particularly on technically demanding schemes where programme certainty and direct delivery of structure, façade and M&E are competitive differentiators.

 
Page 4

 
JRL GROUP HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026


J Reddington Limited
J Reddington, the Group's groundwork and concrete-frame contractor, generated turnover of £195.8m and reported a profit before tax of £4.9m, compared to turnover of £298.1m and a loss before tax of £7.2m in 2025. Investment in the planning, pre-construction and quality-management functions has continued during the period, and the order book of complex frame and substructure contracts provides good visibility into the next financial year.

London Tower Crane Hire and Sales Limited
London Tower Crane Hire and Sales generated turnover of £32.8m and reported a profit before tax of £2.5m, compared to turnover of £57.7m and a profit before tax of £7.1m in 2025. Fleet utilisation has remained strong through the period, with disciplined fleet renewal supporting service quality and operational efficiency.

Thames Reinforcements Limited
Thames Reinforcements generated turnover of £32.8m and reported a loss before tax of £1.9m, compared to turnover of £65.5m and a profit before tax of £0.9m in 2025. The business continues to supply cut-and-bent reinforcement and prefabricated cages to the wider Group and to external clients.

Ark Mechanical and Electrical Services Limited
Ark M&E generated turnover of £101.2m and reported a loss before tax of £0.07m, compared to turnover of £123.1m and a profit before tax of £6.3m. The business has continued to deliver M&E packages on Group main-contract schemes alongside selected external work.

McMullen Façades Limited
McMullen Façades generated turnover of £105.5m and reported a loss before tax of £0.9m, compared to turnover of £120.8m and a loss before tax of £15.8m in 2025. The restructuring of the Portadown manufacturing facility, completed during the period, has rebalanced capacity and overhead to a sustainable level. Capacity is now sized to support a Group order book of the scale and façade-content profile currently in place, with surplus capacity selectively outsourced to maintain competitiveness on price and programme.

JRL Plant and Logistics Limited
JRL Plant and Logistics was formed in 2003 and operates as a plant hire and haulage business servicing the internal requirements of the JRL Group. With revenue of £35.7m, JRL Plant and Logistics reported a loss before tax of £3.0m, compared to £63.9m and a loss before tax of £3.2m in 2025.

JRL Drylining Limited
JRL Drylining started trading in 2014 as a subcontractor focusing on the installation of internal partitions and ceilings. With revenue of £27.2m, JRL Drylining achieved a loss before tax of £0.9m, compared to revenue of £33.5m and a loss before tax of £2.4m in 2025.

JRL Environmental Limited
JRL Environmental started trading in 2014, focusing on waste disposal and recycling for the Group. With revenue of £9.2m, JRL Environmental achieved a loss before tax of £0.8m, compared to £14.3m and a loss before tax of £1.5m in 2025.

JRL Civil Engineering Limited
JRL Civil Engineering started trading in 2015, focusing on design, construction and maintenance within the civil engineering industry. With revenue of £10.4m, JRL Civil Engineering achieved a profit before tax of £0.8m, compared to revenue of £11.8m and a loss before tax of £1.4m in 2025.

JRL Access Limited
JRL Access was formed in 2018 as a scaffolding contractor. With revenue of £4.3m JRL Access reported a loss before tax of £0.5m, compared to £6.2m and a loss before tax of £1.6m in 2025.
 
Page 5

 
JRL GROUP HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026

JRL Demolition Limited
JRL Demolition was formed in 2016 as a demolition contractor. With revenue of £10.8m JRL Demolition reported a profit before tax of £4.3m, compared to £4.7m and a loss before tax of £0.3m respectively in 2025.

Stair Master Limited
Stair Master was formed in 2008 as a steel fabricator primarily providing sacrificial formwork for use in the construction of stairs. With revenue of £5.2m Stair Master reported a loss before tax of £0.3m, compared to £10.8m and a profit before tax of £2.0m respectively in 2025.

Slipstructures Limited
Slipstructures was formed in 2016 focusing on providing slipform solutions to the construction industry. With revenue of £7.9m Slipstructures reported a profit before tax of £0.3m, compared to £10.8m and a profit before tax of £0.5m respectively in 2025.

Intra-Group Trading
During the year, group companies entered into transactions with other group companies in the normal course of business. The total sales, reflected in the figures above, in the period amounted to £586m (16 months to 30 April 2025: £794m).

Vision and mission

Vision
The Group's vision is to become the contractor of choice within the sectors in which it operates, through its ability to deliver leading-edge construction techniques and services.

Mission
The Group seeks to deliver its goals through:
Safe delivery of high-quality and innovative solutions for all clients;
Training and development of all employees to the highest possible skill levels; and
Securing an unrivalled reputation as the business partner and employer of choice.

Key performance indicators

The Board monitors a range of financial and non-financial key performance indicators on a regular basis. The principal indicators are summarised below; further information on health, safety, sustainability and people-related metrics is set out in the relevant sections of this Report.

Indicator     Definition / unit    FY26 (11m)   FY25 (16m)
Turnover     Group revenue, £m   £573m   £785m
Gross margin    Gross profit / turnover, %   16.0%   12.6%
Operating profit / (loss)   £m      £8.6m   £-35.5m
Profit / (loss) before tax   £m      £2.9m   £-48.8m
Order book     Secured workload, £bn   >2.0    >2.0
Headcount     Average monthly employees  1,817    2,136
Energy use     Total energy, kWh (m)   18.6    33.9
Carbon emissions    Scope 1, 2 and Scope 3, tCO2e  10,225  19,158
Carbon intensity    tCO2e per £100k revenue  0.9    1.2

Page 6

 
JRL GROUP HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026

Principal risks and uncertainties
 
The Group operates in an inherently risk-exposed environment, delivering complex projects over long durations and across multiple operating companies. Following the experience of recent reporting periods, and now strengthened by IJM's representation on the Board, the directors have continued to develop the Group's risk-management framework. Risk identification, assessment and mitigation are integrated within the Group's wider governance framework, with twice-yearly Board-level reviews supplemented by ongoing functional and projectlevel risk reporting. The directors consider that the Group's overall risk profile remains within the Board-approved tolerance range for the period.

Operational risk

The Group is exposed to a range of operational risks inherent in delivering large, complex projects, including cost overruns, delays, supply-chain disruption, health and safety incidents and quality issues. Risk analysis is performed prior to tender, at pre-construction, before starting on site and throughout the construction phase, with monthly Cost Valuation Reports tracking each project. Lessons from historic underperforming contracts have been embedded in tighter front-end governance, including stricter bid approval thresholds, enhanced Board escalation and more disciplined use of fixed-price contracting. The Group's integrated self-delivery model remains central to managing programme and cost risk, supported by IJM's experience and Board representation in project selection, risk allocation and operating model design. Operational risk also encompasses health and safety and quality, addressed through the “Plan Safe, Work Safe” strategy and continued investment in quality systems.

Liquidity risk

Liquidity risk is the risk that the Group cannot meet its financial obligations as they fall due or fund its working-capital and investment requirements. This risk has reduced materially following the recapitalisation completed in the prior period. The £50m equity injection from IJM, alongside selective property disposals and disciplined capital allocation, has strengthened net assets, reduced net debt and increased headroom on the Group's facilities. The Group maintains weekly cash-flow forecasts, supported by sensitivity and scenario analysis, reviewed by management and the Board. As a long-term strategic shareholder, IJM brings additional financial strength and credibility in discussions with lenders and other counterparties.

Credit risk

Credit risk arises principally from the risk of default or delayed payment by clients in respect of contract balances and other receivables. The Group manages credit risk through rigorous client selection and ongoing monitoring. New clients are assessed using credit rating agencies and internal due diligence. Contract debtors are regularly reviewed, with variances escalated promptly. Credit insurance is maintained for the non-contracting elements of the Group, and exposure to individual counterparties is monitored to avoid undue concentrations. The strengthened balance sheet, IJM's support and the breadth of the order book reduce the Group's dependency on any single client or project.

Market risk

Market risk reflects the impact of wider economic and sector conditions on the Group's performance, including changes in demand for construction, cost inflation, interest rate movements and the health of the supply chain. The Group monitors macro-economic indicators, inflation trends, interest rates and sector data, with regular reporting to the Board. The secured order book and flexed forecasts are reviewed on a rolling 12-month basis, with potential implications for profitability or liquidity flagged promptly to enable timely mitigation. The Group has no operations in conflict-affected regions and does not source directly from such areas. Together with IJM, the Board is undertaking a strategic review of the operating model, including the balance of fixed-price risk, operating structure and the mix between in-house delivery and external procurement, ensuring the Group is positioned to respond to future changes in market conditions.

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Health and safety - “Plan Safe, Work Safe”

The Group's “Plan Safe, Work Safe” initiative has been the cornerstone of our health and safety strategy since 2010, and continues under its refreshed framing as the “2030 Vision”. The core objectives are unchanged: no accidents, no harm to people, and no damage to the environment.

Planning is fundamental to the safe delivery of every project. This principle is well embedded across the Group, supported by structured risk assessment at every stage of the project life-cycle. The Group continues to invest in training, supervision and behavioural initiatives. The “See it, sort it” initiative provides a clear and accessible mechanism for colleagues at every level to report unsafe conditions or near misses.

Mental health awareness within the construction industry remains a priority. The Group continues to support the “Mates in Mind” initiative and encourages participation in fitness and team-based activities, in the belief that physical and mental wellbeing are linked and both deserve active support from the employer.

Innovation in product and technical practice, including the offsite manufacture and prefabrication of structural and architectural components, continues to support the Group's ability to reduce on-site risk exposure. The integration of design-for-manufacture-and-assembly into the early stages of project planning has remained a focus.
 
Corporate social responsibility

The Group conducts its business with the protection of local and wider environments in mind. Our responsibilities encompass an active and hands-on approach to the communities in which we operate, conscious of both present impacts and longer-term effects. We actively engage local communities to raise awareness of our work and the construction industry generally.

Community engagement during the period has continued through stakeholder meetings, neighbourhood briefings and regular newsletters. The Group works closely with local authorities to support the recruitment of local labour, with the Construction Industry Training Board to support up-skilling and apprenticeships, and with local schools, colleges and universities to provide careers guidance, work placements and curriculum support.

Sustainability sits at the core of how we operate. We are specifically targeting responsible material procurement, reducing the environmental impact of our operations, and a reduction in waste produced by the work we undertake. JRL Environmental retains responsibility for waste reduction and recycling across the Group, applying reduce, re-use and recycle principles in day-to-day operations.

Our people

The quality of the Group's people is its principal differentiator. The standards we set, the processes we follow and the outcomes we achieve on behalf of clients are a direct consequence of the calibre of the individuals who have chosen to develop their careers within the Group.

During the period, the Group has continued to invest significantly in talent: identifying and recruiting capable individuals at every level of the organisation; developing internal teams across the operating businesses; succession planning and leadership development; and the technical training that underpins the integrated delivery model. Promotion from within remains a guiding principle, supported by structured development pathways for early-career, technical and management roles.

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Employment of disabled people

The Group does not tolerate discrimination of any kind. It is committed to recruiting and promoting individuals on the basis of ability and aptitude, irrespective of their circumstances or disabilities. Wherever suitable vacancies arise, the Group actively pursues the recruitment of disabled people. Where individuals lose mobility or suffer other difficulties whilst employed by the Group, every effort is made to continue their employment, proactively retraining for alternative roles where the existing role becomes unsuitable.

Training and development

During the period, employees continued to undertake training across all aspects of project delivery, site operations and safe systems of work. The diversity of work undertaken by the Group, and the range of delivery challenges it solves on behalf of clients, provides a strong learning and development platform. The objective throughout is to ensure that training is engaging, effective and proven, supported by training matrices within each business that match statutory requirements with role-based development opportunities.

Employee involvement

The senior management team conducts regular site visits to engage directly with employees and identify any concerns at an early stage. “Toolbox Talks” are conducted regularly by project leaders and supervisors to maintain awareness of safety and project-related issues, and to provide a two-way channel for genuine engagement; emerging concerns are escalated through the Health and Safety department or to managers and directors as appropriate. Information of more general application is shared through electronic bulletins, notices and conferences.

Outlook

The Group enters the new financial year with a very strong platform. The secured order book exceeds £2.0bn, is well diversified by client and sector, and is complemented by a growing development pipeline and additional opportunity flow through our strategic partner, IJM. This gives the Group clear visibility of workload over the medium term and supports a disciplined approach to selecting and pricing future work.

The recapitalisation completed in April 2025, including IJM's £50m equity investment, has materially strengthened the Group's capital structure. Net debt has reduced, liquidity headroom has increased and the balance sheet is significantly more robust, providing the financial resilience required to navigate market volatility and to support targeted investment in core operations.

The legacy underperforming contracts and the impact of the recent inflationary spike have been fully recognised in the 2022, 2023 and 16-month 2025 reporting periods. Alongside this, the Group has implemented enhanced governance, risk-management and reporting processes, and has commenced a comprehensive review of its operating model, including the balance between self-delivery and external supply chain, the management of fixed-price risk, and the scale and location of overheads.

Looking ahead, the Board's focus is firmly on rebuilding margins, improving cash generation and delivering sustainable returns from the Group's strong market position and integrated delivery model. With a strengthened balance sheet, a high-quality order book and the support of IJM as a long-term partner, the Group is well placed for the next phase of disciplined, profitable growth.

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Section 172 Statement

The directors of the group, as those of all UK companies, must act in accordance with a set of general duties. These duties are detailed in section 172 of the UK Companies Act 2006 which is summarised as follows: "A director of a company must act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole and, in doing so have regard (amongst other matters) to:
 
the likely consequences of any decisions in the long-term;
the interests of the group's employees;
the need to foster the group's business relationships with suppliers, customers and others;
the impact of the group's operations on the community and environment;
the desirability of the group maintaining a reputation for high standards of business conduct; and
the need to act fairly as between members of the group.
 
a) The likely consequences of any decisions in the long-term

Decisions that require board approval are reviewed regularly. During 2026, this included deciding on the group's long term strategy, approval of budgets, capital expenditure on the acquisition and disposal of assets and reviewing health and safety performance. This included monitoring progress against key strategic objectives, reviewing the group's forecast funding requirements, debt capacity and other financing options that are required to deliver the long-term strategy.

b) The interests of the group's employees

Our key differentiator is the quality of our people. The standards we set, processes we follow and the results we achieve on behalf of our clients are a direct consequence of the calibre of individuals who have chosen a career within the group.

This process begins before individuals commence their employment: identifying talent and recruiting those with proven ability is critical to our ongoing success. While rewards and opportunities for advancement within the group are significant, there are additional factors which go into creating high performing teams. These include attitude, diligence and willingness to learn new ways of working. In turn, our businesses actively encourage those who bring forward innovative solutions to overcome complex issues on behalf of our clients.

We promote from within where possible, providing structured development for employees' careers, which follows a training based pathway to advancement.

During 2026, employees continued to undertake a range of training courses covering every aspect of project delivery, site and safety operation. The goal throughout is to ensure that all training delivered to our people is engaging, effective and proven. A training matrix has been developed within each business to match statutory requirements with development opportunities within each role, including all managers and directors.

The board is embedding a culture that will help to deliver long term success.

The senior management team conduct regular site visits to sit down and discuss matters of mutual interest with employees to identify any issues which may be emerging at an early stage in a project. Site based 'Toolbox Talks' are conducted regularly by project leaders and supervisors to ensure up to date awareness of any safety or project related issues. A critical aspect is ensuring the 'Toolbox Talks' are two way, with genuine engagement and an opportunity to raise issues or concerns directly. Where appropriate, these are then escalated through the Health & Safety Department or to managers and directors.

 
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c) The need to foster the group's business relationships with suppliers, customers and others

Our strategy promotes growth, driven by selling to existing clients and bringing new clients into the group. To do this, we need to develop and maintain strong client relationships. We have specialist teams who work with our clients and potential clients to win new business. We also have a team which helps us to prepare tenders and price our contracts.

Our suppliers and subcontractors are fundamental to our business success and we value all of our relationships with them. We expect all of our suppliers and subcontractors to adhere to our standards, such as those relating to environmental responsibility, data protection and ethics.

The directors understand the importance of the group's supply chain and one of the ways we can maintain effective relationships is to pay them on time.

d) The impact of the group's operations on the community and environment

We carry out a wide range of work and a major priority for us and for our customers is that we conduct our business while protecting the local and wider environment. Our responsibilities encompass an active and hands on approach to the communities in which we work. We are conscious of not only our potential impact on present activities, but also the possible long term effects.

Our community work includes engaging local people and businesses through stakeholder meetings and regular newsletters. We employ local labour by engaging with local councils so that we can source a robust local labour supply. We invest in our workforce up skilling and training where we are closely liaising with the council and CITB.

In the environment, we are specifically targeting a reduction in the amount of waste which goes to landfill as a result of our activities. To this end JRL Environmental has been tasked with and takes full responsibility for reducing waste generated across the group ensuring we re-use and recycle as a priority.

e) The desirability of the group maintaining a reputation for high standards of business conduct

The reputation of the group is of utmost importance to the directors and not exclusively in an operational and financial sense. The group does not tolerate discrimination of any kind. It prides itself on its commitment to recruiting and promoting individuals on the basis of ability and aptitude, irrespective of their circumstances or disabilities. Wherever suitable vacancies occur, the group seeks to actively pursue the recruitment of disabled people. Equally, where individuals lose mobility or suffer other difficulties whilst employed by the group, every effort is made to continue the individual's employment, proactively retraining for alternative roles if their current position becomes unsuitable.

f) The need to act fairly as between members of the group

The primary responsibility of the board is to promote the long-term success of the group by creating and delivering shareholder value as well as contributing to society as a whole. To achieve this, the group relies on key inputs and positive relationships with a wide range of stakeholders. Stakeholders are impacted by, or benefit from, decisions made by the board. It is the board's responsibility to ensure that they have acted both individually and collectively in a manner that is most likely to promote the success of the group for the benefit of its members as a whole taking into consideration all of its stakeholders and to the matters set out in paragraphs a-f of Section 172 of the Companies Act 2006.

During the period the directors reviewed the progress which had been made in respect of the 'One Group' delivery strategy. This allows our clients the flexibility to progressively engage with the group at the various stages of a project. The directors were pleased with the progress made during the period and re-affirmed the approach.

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Climate-Related Financial Disclosures

1. Overview

These disclosures encompass the activities of the JRL Group Holdings Limited (the Group) and its subsidiaries, including those outside the United Kingdom.

These disclosures are structured in accordance with Section E of the Mandatory climate-related financial disclosures by publicly quoted companies, large private companies, and LLPs.

2. Governance

(a) A description of the company’s governance arrangements in relation to assessing and managing climate-related risks and opportunities

The Group has a clear governance framework in place for managing risk throughout our operations.

Risks, including climate-related risks, are inherent in our business. Our risk governance model ensures that our principal risks and related robust internal controls are regularly reviewed across all levels of the Group and its subsidiaries.

The JRL Group Board of Directors (the Board) are responsible for risk management and ensuring the Group maintains the appropriate level of risk exposure to achieve its strategic objectives.

Climate-related opportunities are also actively managed by the Board.

2.1. Governance related roles and responsibilities

This subsection gives the various roles and responsibilities relevant to the governance of climate related risks and opportunities.

2.1.1. The Board

The Board, supported by the Head of Sustainability, provides oversight of climate-related risks and opportunities.

The Board has the following responsibilities:

1. Corporate strategy, governance, performance management, risk management, and internal controls. 
2. Monitoring the effectiveness of the Group’s risk management and internal control systems. 
3. Ensuring there is an appropriate management system in place to effectively support management of
embedded risk throughout the Group.
4. Considering the expectations of stakeholders and the macroeconomic context when setting the level of 
risk.
5.Monitoring principal and emerging risks and challenging the Senior Management Team on how these
risks are assessed and managed. 

2.1.2. Head of Sustainability

In the context of these disclosures the Head of Sustainability is responsible for managing the implementation of the decisions of the Board and is also responsible for collating relevant information in a timely manner to enable the Board to make informed, data-driven decisions.

Once a climate change related decision has been made by the Board, the Head of Sustainability is responsible for ensuring that this decision is implemented by Group level specialist functions and the Senior Management Team, by defining an action plan, based on the discussions held in the Board meeting, and reporting to the Board on the progress in delivering the required outputs related to that decision.
 
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2.1.3. The Senior Management Team

This team consists of the senior management of the Group’s subsidiaries, including managing directors and operations directors. The Senior Management Team reports to the Board, and is responsible for: 

1) Monitoring business and operational performance and changes related to identified principal and
emerging risks.
2) Assessing and monitoring identified risks using a scoring system based on the likelihood of the risk
materialising, potential impact on the business, and the speed at which the risk may materialise.
3) Identifying, reviewing, and monitoring emerging risks to assess their potential impact on the Company.
4) Implementing mitigation strategies to effectively manage principal risks that are within the Group’s risk
tolerance.
5) Ensuring that risk management is embedded within the business and appropriate actions are taken to
manage risk.

2.1.4. Group level specialist functions

These include Sustainability, Finance, Health Safety and Environment, Quality Management, Project Management, and Procurement. They:

1) Apply specialist knowledge to identify new risks and to monitor existing operational and strategic risks at
a Group and subsidiary level and report these to the Head of Sustainability.
2) Support risk management and the development and implementation of relevant control activities within
the Group and its subsidiaries’ operations.
3) Apply specialist knowledge to identify new risks and monitor changes to existing operational and strategic
risks at a Group and subsidiary level and report these to the Head of Sustainability.

2.1.5. Site Management

Site, in this context, includes Group and subsidiary company construction sites, manufacturing facilities, offices, and depots. Site Management is responsible for:

1) Identifying and assessing operational risks affecting construction or manufacturing activity at site level,
including main contract, sub-contractor, and Safety, Health, and Environment risk, which may be affected
by climate-change.
2) Maintaining an effective system of site-level risk management and internal controls. 
3) Implementing specific climate change related processes, procedures, and controls.
4) Reporting to Group level specialist functions, including Sustainability, the effectiveness of climate change
related processes, procedures, and controls, and any emergent issues, both in terms of risks and
opportunities.

3. Risk and opportunities

(b) A description of how the company identifies, assesses, and manages climate-related risks and opportunities

Responsibility for identifying and considering climate-related risks and opportunities, including how frequently those matters are considered, and for managing those risks and opportunities rests with the Board, supported by the Head of Sustainability, providing oversight of climate-related risks and opportunities.

The Head of Sustainability is responsible for managing the implementation of the decisions of the Board and is also responsible for collating relevant information in a timely manner to enable the Board to make informed, data-driven decisions. 

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Table 1 summarises the Group risk governance and management approach
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(c) A description of how processes for identifying, assessing, and managing climate-related risks are integrated into the company’s overall risk management process

A specific climate change agenda is included within Board meetings, held every six months. The Group Managing Director chairs this meeting. 

Climate change has been defined as a principal hazard for the Group, and the mitigation of the resulting risks is a key part of our business plan, which is produced by the Board.

 
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These risks are reviewed every six months at the Board meeting. Climate change opportunities are also discussed within these meetings, including optimisation of our production and manufacturing facilities along with transportation.

During this reporting period, directors review the policies and methodologies behind our risk management framework to ensure that our procedures identify principal risks and the specific events that may cause them.

The Group’s management meetings held between the Senior Management Team and Group functional expe
rts provide a robust “bottom-up” assessment of the risks being experienced by the business. The meeting outputs inform the determination of the Group level risks, which are then reviewed and challenged by the Directors, with support from third-party experts, to arrive at the final principal risks.

The Directors have also reviewed its risk approach during FY25/26 to ensure that the Board’s tolerance for each of the principal risks is clear and can be used to determine appropriate mitigating actions across the Group. The Directors categorise risk tolerance for each principal risk using the Group’s risk and opportunity management methodology.

Risks and opportunities are rated as short term, medium term, and long term. These ratings are defined in Table 2.

Table 2: Risk and opportunity ratings
Rating  Definition
Short Tern 0 - 2 years
Medium Term2 - 5 years
Long Term 5 + years

The time periods for short, medium, and long term take into account the nature of our business and operations.

Short term relates to those items that can be closed out within a given time period. This would relate to a construction project risk or opportunity.

Each project carries out a detailed risk review upon commencement and annually thereafter and records significant matters in its risk register. This time horizon aligns with our ongoing projects, operational expectations, and bidding timelines for upcoming projects. We monitor and report our commitment performance and KPIs annually.

Medium term would relate to a risk or opportunity that requires activities and expenditure over more than two financial years.

To ensure we have adequate resources for our continued operation, we undertake an annual viability statement covering a three-year period. This time horizon is in line with the Group’s budgeting. Most of our projects are delivered over the short to medium term and are therefore captured in project risk reviews.

Long term relates to risk and opportunities that require longer term investment and/or related to production infrastructure and major capital equipment expenditure.

Long-term climate-related risk and responsibilities are assessed in line with strategic planning, which considers shifting trends, behaviours, technologies, and legal, regulatory, and political changes beyond three years. While our projects are generally completed over a short to medium time horizon, their lifespan extends well beyond this.

As we continue our continuous improvement of risk management activities over FY26/27, we will refresh our approach to principal risk indicators. 

 
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Part of our risk identification processes is the identification of emerging risks through external and internal risk processes including subsidiary and functional risk workshops, discussions within the Group and external benchmarking. The emerging risks are formally reviewed by the Board as part of their ongoing activities.

The Board continues to assess the potential physical impact of climate change as well as the regulatory and social measures that may be adopted to mitigate it. The Board recognises that sustainability is integral to the delivery of the business strategy and have taken substantial steps to embed sustainability across all our processes and business activities. Therefore, the Board has removed sustainability as a standalone principal risk and will manage sustainability activities as an embedded part of its risk management processes. Examples of this approach include considering sustainability in its supply chain or government regulation risks. 

Business continuity has been included as a principal risk. Due to the nature of our operations covering a large number of sites and our continued operational resilience embedded throughout the Group; the Board will continue to monitor operational resilience as part of our management of individual principal risks.

Health, safety, and environment risks has also been decreased to a residual basis due to the effectiveness of our existing mitigations and the priority their stringent application has been given across the Group.

As well as quantitative measures, qualitative measures are considered within the risk methodology. Reputational risk could potentially arise from sources including external and internal influences relating to the construction industry that, when combined or over a period of time, could create a new principal risk. The Group actively manages the impact of reputational risk by carefully assessing the potential impact of all the principal risks and implementing mitigation actions to minimise those risks. Reputational risk is therefore mitigated through the management of each of our individual risks and is not presented as a principal risk in its own right.

The Board have completed their assessment of the Group’s principal and emerging risks, including those that could threaten its business model, future performance, solvency, or liquidity.

The current risk profile is within our tolerance range as the Group is willing to accept a moderate level of operational risk to deliver financial returns.

Our assessment indicates that our climate-related risks are low and not expected to translate into a financially material impact on the business in the short to medium term. Climate-related opportunities rank higher than risks due to the nature of our business. We mitigate climate-related risks through the Group’s internal review processes, and we secure terms and conditions of projects prior to investment.

However, due to the evolving governmental and societal response to climate change, the Group is currently unable to determine the full future economic impact of climate-related risks and opportunities on our business model or fully incorporate these into our financial statements. We have therefore determined our risks and opportunities using our qualitative analysis as presented below.

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4. Strategy

The principal climate-related risks and opportunities arising in connection with the company’s operations 

The following risk types as given in Table 3 follow the risk categories and subcategories defined by the Task Force on Climate-related Financial Disclosures. These definitions have also been used to categorise opportunities, for consistency and ease of comparison. Ratings are as defined in Table 2 of these disclosures.

Note: definition and rationale of our Group Carbon Neutral and Net Zero targets are given Section 6 of this disclosure.

Table 3: Climate-related risks and opportunities
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II. The time periods by reference to which those risks and opportunities are assessed


 
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Risks and opportunities are rated as short term, medium term, and long term. These ratings are defined in Table 2.

(e) A description of the actual and potential impacts of the principal climate-related risks and opportunities on the company’s business model and strategy

Table 3 gives the principal identified risks and opportunities 

(f) An analysis of the resilience of the company’s business model and strategy, taking into consideration different climate-related scenarios

The low carbon scenario has been selected as it aligns with the requirements of the Paris Climate Agreement and is in the assessment of the Board the most likely low carbon scenario for the immediate future. It is also the scenario that offers the lowest number of obstacles to our Group Carbon Neutral and Net Zero targets detailed in Section 6.

The high carbon scenario is, in the Board’s consideration, the most likely environmentally worst-case outcome, and offers the highest resistance to our achieving our Group Carbon Neutral and Net Zero targets.

5. Low and High Carbon scenario analysis 

The following scenario analysis was performed in 2024 and remains applicable to 2025.

5.1. Low Carbon scenario

5.1.1. Description

This scenario assumes global temperature increases only up to 1.5C above pre-industrial levels, in accordance with the Paris Climate Agreement target.

Under this scenario, the Group is exposed to higher transitional risk, but lower physical risks compared to the alternative high carbon scenario.

5.1.2. Impacts of scenario

This scenario requires a rapid transition towards zero emission/net zero, to reach the level of decarbonisation to achieve the 1.5C target. 

Under this scenario there is higher transitional risk over the short to medium term risk due to likely reactive and proactive legislation, and related financial instruments such as carbon related taxes and levies.                                       
There is less physical risk compared with the High Carbon scenario, but disruptions are still likely due to acute extreme climate events and higher temperature events.

In the short term, chronic increased temperatures may reduce onsite construction workers productivity, requiring changes to methodologies and safe systems of working.

Acute extreme weather events will cause impacts on delivery programmes, and our premises and facilities.

Potential fluctuations in the cost of materials may occur if carbon related taxes and levies are passed on through the supply chain, and due to disruption in supply and logistics. 

Over the short, medium, and long term potential for regulatory requirements to revise previous works to support 1.5°C target is a potential risk.


 
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5.1.3. Impact of low carbon scenario on business model and strategy

5.1.3.1. Business model

The Board has evaluated our business model and consider it resilient in the context of this scenario.

Our rationale is as follows:

1) The high degree of internal delivery through our vertical integration model minimises our exposure to
subcontractor failure which may be aggravated due to the subcontractor community’s lack of overall
resources to adapt to a low carbon regime.
2) Our vertically integrated model, and internal resources give the Group a high degree of flexibility in
revising and implementing policies, procedures, methodologies, and general working practices to manage
the effects of a low carbon regime across our whole delivery chain.
3) As a manufacturer of construction products, we have control over their composition and design, allowing a
high degree of adaptability to meet a low carbon regime.
4) Use of central procurement techniques already proven in scarcity situations during the late pandemic and
the current high level of regional conflict and are applicable to the risks of a low carbon scenario.

The Group’s business model and strategy is designed with resilience, ensuring long-term sustainability within an evolving construction landscape. We continually assess environmental, regulatory, and market risks such as climate change impacts, material availability, and tightening sustainability standards to identify potential vulnerabilities and opportunities. Our strategic approach emphasises adaptability through investment in sustainable construction practices, energy efficient technologies, and the use of low carbon materials. We work closely with our supply chain partners to strengthen resilience and promote circular economy principles. By integrating these considerations into our planning and operations, we ensure that our business remains robust, competitive, and aligned with the transition toward a more sustainable built environment.

We will maintain the Group’s long-term model of vertical integration and the centralised procurement of key materials and supplies from multiple suppliers, and the use of multiple non-concurrent long-term contracts for key materials, such as concrete.

The Group will continue to promote the use of in-house manufacture of construction components and apply Modern Methods of Construction, including Design for Manufacture and Assembly (DfMA), to minimise material wastage and maximise activities offsite, reducing staff onsite and material wastage, and maximising staff activities inside climate-controlled buildings, isolating key project activities from acute and chronic climate change related disruption.

5.1.3.2. Strategy

There would be a continuation of current Group policy of implementing net zero carbon technologies and resource efficiency. This will be supported by our evolving sustainability function resource, not only in terms of specialist resources, but in the identification, maintenance, and necessary evolution of competences within the Group’s broader resource base. This includes design, architectural, civil engineering, and construction product related resource.

The Group will continue to apply and develop the Group Sustainable Procurement Policy and related policies, process, and procedures, the specifics of which are reviewed annually.

In the medium term, overt, proactive, evidenced commitment to climate change reduction will be used to favourably differentiate the Group’s offerings in the construction and development markets.                                                                                                                                                                                                                                                                                                                                                                           
In the long term, we will continue the current Group strategy for developing and adopting net zero technologies, working practices, materials, and procurement.


 
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5.1.3.3. Mitigating physical risk

Over the medium term develop, based on UK and National Government guidance and regulation and emergent best practice, derived  in-house and from the overall construction sector, working practices for managing acute and chronic increased temperatures on site, to ensure safe and productive management of human resource, and the operation of plant and machinery will be developed and implemented.

5.1.3.4. Mitigating regulatory risk

Maintain a watching brief on UK and National Government legislative and regulatory activity, and taxation and climate change levies and other financial instruments, to ensure proactive measures are in place in anticipation of government requirements, well in advance of implementation.

5.1.3.5. Mitigating transition risk (markets)

Our Sustainability, Financial, and Procurement functions to coordinate and supply the six-monthly Board meeting with sufficient timely information to enable procurement and logistics related risk analysis and relate these to current workbook and likely pipeline closures.

5.1.4. Actions to be taken by the Group 

Short, Medium, and Long Term: Financial, Sustainability and Health Safety and Environment functions will maintain a continuous watching brief on: 
• Best practice and UK and National Government legislation, regulation, and financial instruments, both in
place and in development
• Relevant information, including manufacturing and project site performance

5.1.4.1. Short to Medium term actions

5.1.4.1.1. Onsite Power

All static and construction sites are to be powered by 100% Renewable Energy Guarantees of Origin (REGO) certified renewable electricity. To date all Group UK based static sites are REGO certified, and the Group Utilities Manager is reviewing feasibility of having this for operational sites. 

REGO is a scheme that provides certification of electricity that has been generated from renewable sources.

5.1.4.1.2. Sustainable Materials

All materials used within a construction project to be sustainable with low embodied carbon. Onsite work already applies the hierarchy of reduce, reuse, recycle. 

Membership of ConcreteZero will provide third-party accountability and ensure material verification and enhance our delivery reputation.

5.1.4.1.3. Climate Cost and Programme Impacts 

Related data will be constantly and consistently collated and reviewed to ensure the Group and its subsidiaries can take data driven decisions in managing climate change issues.

5.1.4.2. Long term actions

Consistent compilation and review by the Financial, Procurement, Sustainability, HS&E, and Project Management functions of programme vs. completion data with respect to climate related delays relating to all their areas of responsibility, including but not restricted to insurance related incidents, and plant and equipment performance data in relation to climate related degradation, and stoppages due to extreme weather events.
 
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Compilation of this and other data relating to the impact of climate change on Group activities is to be refined as climate related best practice and the UK and National government regulatory regime evolves, to enable data driven review of our business model, and inform the development and implementation of our project and procurement systems and methodologies.

5.2. High carbon scenario: Business As Usual (BAU)

5.2.1. Description

This scenario assumes global temperature increases only up to 4.0C above pre-industrial levels, in accordance with the Paris Climate Agreement target and the intergovernmental Panel on Climate Change (IPCC) defines a 4.0°C warmer world as a high emissions, business as usual pathway from the IPCC Sixth Assessment Report Post-2020 climate scenarios. 

https://www.worldbank .org/en/news/press -release/2012/11/18 /new-report-examines -risks-of-degreehotterworld
by-end-of-century

Under this scenario, in which the global temperature increases by up to 4°C over the pre-industrial norm, the Group is exposed to decreased transitional risks compared with the Low Carbon scenario, and a significant increase in physical risk. 

This 4°C trajectory is based on standardised global climate models. In the UK, this trajectory translates directly to extreme winters (severe flooding) and unprecedented summers (intense heatwaves and droughts).

The scenario was chosen to stress-test how the Group’s business model holds up when the physical environment becomes hostile to traditional building practices.

5.2.2. Impacts of scenario

This is a business as usual scenario, and brings a significant increase in physical risk, both acute and chronic, compared with the Low Carbon scenario.

Fossil fuel usage increases, in an environment where scarcity of supply will increase as reserves are used up, and the logistics of fuel movement are affected by acute and chronic climate related interruptions, and potential regional conflicts.

Material prices will be subject to fluctuations due to acute and chronic weather impacts, and the increased demands on the market to support infrastructure resilience and replacement projects, and increased alteration of existing building stock.

This will also potentially lead to impacts on programme due to material sourcing problems, and related logistical issues due to transport infrastructure failure, and regional conflict. 

Acute extremes in temperature, and potentially a chronic higher baseline temperature profile will require significant changes to onsite working practices, which may be driven by changes in legislation. This may include a shift in the working day to avoid excessive temperatures.

UK national infrastructure, such as the National Grid and potable water supplies may suffer, to the point of in-house solutions being required on project sites, and at our own facilities.

In the medium to long term, clients will look for sustainable climate resilient design and building structures. This may also be driven by UK and National Government requirements for a climate resilient national building stock.



 
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5.2.3. Impact of high carbon scenario on business model and strategy

5.2.3.1. Business model

The JRL Group Board consider our business model resilient under these as business as usual conditions, as management of the changes high carbon brings can in the majority of cases be managed by the application of systems, policies, and procedures already in place. 

We will maintain the Group’s model of vertical integration and centralised procurement of key materials and supplies from multiple redundant sources. As disruption due to regional conflict may increase as more areas have significant agricultural die-off and infrastructure failure, including degradation in the availability of potable water, procurement functions will look to source from companies in areas of relative stability.

As in the previous scenario, we will continue to promote the use of in-house manufacture of construction components and apply Modern Methods of Construction, including Design for Manufacture and Assembly (DfMA) to minimise wastage of material and maximise activities offsite, reducing staff onsite, and maximising staff activity inside climate-controlled buildings. This may be of significant benefit when traditional works on site would be temporally curtailed due to high temperature events, or extreme weather events. 

There will be a continuation of our programme of in-house sustainable power generation and of procurement of sustainably powered vehicles, plant, and machinery, and to develop and maintain a fully sustainable estate.

5.2.3.2. Strategy
The Board consider this strategy resilient as the required adaptations are logical extensions of our current approach.

We will continue our policy of using sustainable power, whether generated in-house or sourced from sustainable utility providers. The Group will continue to enhance its sustainability and environmental functions, collating relevant climate change related data, as previously mentioned. These fully resourced functions will also support the development and maintenance of methodologies and safe systems of working for projects, depots, and manufacturing sites.

The Group will continue to apply and refine the Group Sustainable Procurement Policy and supporting Sustainable Procurement Plan and related policies, process, and procedures, the specifics of which are reviewed annually.

5.2.3.3. Mitigating physical risk

In the short and medium term, we will develop working practices for managing acute and chronic increased temperatures on site, based on UK and National Government guidance, regulations, and emergent best practices. These practices will be derived both in-house and from the construction sector. Given the likely higher frequency and intensity of acute climate-related disruptions and chronic higher temperatures compared to the Low Carbon scenario, these practices will be developed and implemented at an accelerated pace. 

5.2.3.4. Mitigating regulatory risk

We will maintain a vigilant watch on UK and National Government legislative and regulatory activities, including taxation, climate change levies, and other financial instruments. Proactive measures will be put in place well in advance of government actions. Under this scenario, the rate of change is expected to be significantly higher compared to the Low Carbon scenario. 

5.2.3.5. Mitigating transition risk (markets)

As with the previous Low Carbon scenario, the Sustainability, Financial, and Procurement functions to coordinate and supply the six-monthly Board meeting with sufficient timely information to enable procurement and logistics related risk analysis and relate to current workbook and likely pipeline. This is likely to require procurement
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channels with significantly increased redundancy over that required for the Low Carbon scenario, due to the likely scarcity of materials, and likely instability of supply brought on by regional conflict, and the needs of regional climate change related infrastructure projects.

5.2.3.6. Actions taken by the Group 

Short, Medium, and Long Term: Financial, Sustainability and Health Safety and Environment functions will continue maintain a continuous watching brief on: 

• Best practice in internal and external UK and National Government legislation, regulation, and financial
instruments, both current and in development
• Relevant information, including in-house manufacturing and project site performance, as well as depot
and office-related figures
• Ongoing development of in-house climate resilience and management capabilities, integrating this as a
core competence into construction product design and manufacture, structural and architectural design,
project methodologies, safe systems of working, procurement, and logistics

This will be supported by a sustained commitment to a fully resourced in-house sustainability team that can support all Group activities and meet the Board’s data-driven decision-making requirements.

5.2.3.7. Short to Medium term actions

5.2.3.7.1. Onsite power and other utilities

Under this scenario, vulnerability of the National Grid, and potentially, suppliers of potable water, due to demand straining their infrastructure capacity from chronic and acute driven demand, may increase the requirement for a degree of off-the-grid capability for project sites, manufacturing facilities, depots, and offices, compared with the Low Carbon scenario.

5.2.3.7.2. Sustainable materials

As stated in the previous Low Carbon scenario all materials used within a construction project are to be sustainable with low embodied carbon. Works on site already apply the hierarchy of reduce, reuse, recycle. Membership of ConcreteZero will provide third party accountability and ensure sustainable material verification and enhance our delivery reputation.

However, climate change impact under this High Carbon scenario is likely to affect the cost and availability of sustainable materials. This may necessitate increasing the number of redundant suppliers and expanding their geographical distribution to ensure a stable supply despite temporary and permanent disruptions.

5.2.3.7.3. Climate cost and programme impact 

As in the previous scenario, these will be constantly and consistently collated and reviewed to ensure the Group and its constituent companies can take data-driven decisions in managing climate change issues. Reporting may need to be more frequent, depending on the extent of disruptions caused by acute and chronic effects under the High Carbon scenario.

5.2.3.8. Long term actions

We will continue to implement a consistent compilation and review process by the Financial, Procurement, Sustainability, HS&E, and Project Management functions. This process will evaluate programme vs. completion data related to climate change delays, including insurance-related incidents, and plant and equipment performance in relation to climate-related degradation, and stoppages due to extreme weather events.

Compilation of this and other data, is to be refined as climate-related best practice and the UK and National government regulatory regime evolves and informs our project and procurement systems and methodologies.
 
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Under this High Carbon scenario, there is potential for tipping points to be triggered, which could result in chronic and significant changes to the climate, such as a permanent alteration in temperature. For example, the failure of the Gulf Stream could lead to a significant and permanent lowering of the UK's temperature. Other potential tipping points include major movements of the Antarctic ice sheet, which could cause substantial increases in sea levels, and the release of methane from oceanic methane hydrate deposits.

These tipping points are inherently unpredictable and could lead to significant changes in the construction market. Despite their unpredictability, a fully integrated in-house sustainability function, aligned with the corporate and operational functions of the Group, will enable us to react proactively and swiftly to maintain our activities and mitigate related risks.

6. Metrics

(g) A description of the targets used by the company to manage climate-related risks and to realise climate-related opportunities and of performance against those targets

As of this submission, the Group targets are to be Carbon Neutral by 2045, and Net Zero by 2050. These dates have been chosen because they are considered achievable and, in the case of Net Zero, match the current UK Government target date. This metric is applied to all operations of the Group, including project site, manufacturing facilities, and our Group offices.

How we will satisfy the full intent of CFD (g) and ensure robust pathways that will withstand future business growth toward the 2045 and 2050 deadlines, is explained in detail in Section 10: Comparative data.

Our Group definition of Carbon Neutral is as ISO 14068-1:2023, though the Group is not currently looking to certify formally.

The Group definition of Net Zero is as SBTi CORPORATE NET-ZERO STANDARD Version 1.3 September 2025.

6.1. Use of emission intensity as the JRL Group primary performance indicator 

As the Group’s gross emissions are highly dependent on the size and total number of projects under delivery, we have selected a primary performance indicator that can provide meaningful guidance concerning our performance to our Carbon Neutral and Net Zero target dates, and realistic comparison of year-on-year performance. 

The Group has decided to use emission intensity as our primary Key Performance Indicator (KPI), defined as tCO2e per £100,000 of sales revenue of gross turnover, before consolidation elimination of intercompany sales.
The use of this single KPI has been decided on due to such emissions being the Group operation’s major contribution to Climate Change.

(h) A description of the key performance indicators used to assess progress against targets used to manage climate-related risks and realise climate-related opportunities and of the calculations on which those key performance indicators are based

The Group has decided to use emission intensity as our primary performance, defined as tCO2e per £100,000 of sales revenue of gross turnover, before consolidation elimination of intercompany sales.

Emissions have been reported and recorded in accordance with the published reporting standard for Carbon Reduction Plans and the GHG Reporting Protocol corporate standard and uses the appropriate Government emission conversion factors for Greenhouse Gas Company reporting  and uses the appropriate government-conversion factors for company reporting.

Scope 1 and Scope 2 emissions have been reported in accordance with SECR requirements, and the required
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subset of Scope 3 emissions have been reported in accordance with the published reporting standard for Carbon Reduction Plans and the Corporate Value Chain (Scope 3) Standard.

7. Streamlined Energy & Carbon Report

This section provides a statement of our GHG emissions and energy usage, in accordance with our requirements under the UK Government Streamlined Energy and Carbon Reporting (SECR) legislation. It covers energy use and associated greenhouse gas emissions related to gas, electricity, and transport, as well as intensity ratios and information on energy efficiency actions.

SECR disclosures are mandatory for listed and large unlisted UK companies with reporting cycles beginning on or after 1st April 2019. This report summarises the Group’s energy usage, associated emissions, energy efficiency actions, and energy performance under the government SECR policy, as implemented by the Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018.

Under the legislation, the Group must disclose its energy consumption, emissions, intensity metrics, and all energy efficiency improvements implemented for all UK operations. 

4 https://ghgprotocol.org /corporate-standard 
5 https://www.gov.uk/government /collections /government-conversion -factors-for-company -reporting
6 https://ghgprotocol.org /standards/scope -3-standard

7.1. Methodology Statement

The report includes all emissions generated by UK offices and operations during the period. Emissions were consolidated using a "control" approach, considering all activities over which the Group has operational control (i.e. the authority to direct the activity). Emissions have been calculated according to the Greenhouse Gas Protocol Corporate Accounting and Reporting Standard.

The emissions have been calculated using the conversion factors published by DEFRA for the relevant period. Electricity emissions are presented using the "Location based" method, reflecting the UK National Grid averages.

7.2. Assumptions and Exclusions

No assumptions or exclusions to disclose. All calculations have been completed on the basis of direct energy usage data (or fuel used in the case of vehicles).

8. JRL Group Emissions

The following tables show the consumption and associated emissions for the financial reporting period 1st May 2025 to 31st March 2026 for all operations. Previous annual data is included to evaluate group performance against lowering emissions.

Total tCO2e emissions from gas, electricity, and transport are reported on the below. Scope 1 consumption and emissions include direct combustion of natural gas, and fuels used for the Group’s operations, for example, company vehicle fleets. Scope 2 consumption and emissions cover indirect emissions related to the consumption of purchased electricity and heat in day-to-day business operations. Scope 3 consumption and emissions cover emissions resulting from sources not directly owned by JRL Group, i.e., grey fleet business travel undertaken in employee-owned vehicles only. Emissions for the reporting period are given in Table 4.

 
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Table 4: Emissions for the reporting period
img1cc9.png

Figure 1 illustrates the reporting period Scope 1, 2, 3 emissions graphically.
img53ad.png
Figure 1: Scope 1, 2 and 3 emissions (tCO2e): this reporting period 

9. Reporting Period Figures 

From 1st May 2025 to 31st March 2026, JRL Group’s Scope 1 direct and Scope 3 indirect emissions (combustion of natural gas and transportation fuels ) for this reporting period are 7,794 tCO2e.

Scope 2 indirect emissions (related to purchased electricity and heating) for this reporting period were 2,431 tCO2e. 

From 1st May 2025 to 31st March 2026, JRL Group’s total emission, including Scope 1 direct, Scope 2 indirect, and Scope 3 indirect emissions (which encompass gas, electricity, and transport) were 10,225 tCO2e. These emissions were a result of the direct combustion of 18,564,218 kWh. 

10. Comparative Annual Emissions data

Total emissions from gas, electricity, and transport for 2025 were 12,010 tCO2e, compared to 14,403 tCO2e in 2024. This represents a difference of 16.6% year on year reduction. 

 
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In 2025, the Group’s total energy use (kWh) dropped by 10.7%, yet total emissions dropped by 16.6%. this ‘extra’ 6% reduction alludes to a successful shift toward a greener energy mix or more energy efficient systems generating less emissions. 

Business travel emission have fallen to 229 tCO2e, a 30.8% reduction from 2024.

Since our base year of carbon reporting the Group has continued to grow, and our emissions could significantly vary year on year depending on the number and size of contracts on which we are working. To ensure data to be comparable in a reportable year, we report this by an emission intensity ratio. An intensity ratio is a way of defining our emissions data in relation to an appropriate business metric (tCO2e) to allow a comparison of performance over time. Our intensity ratios show the steady improvements the Group has made. This is illustrated by the contents of Table 5 on the next page, and illustrated  by Figure 2 below consolidate and illustrate the referred to comparative data.

img309a.png
Figure 2: Scope 1, 2 and 3 emissions (tCO2e): 2024 & 2025 annual emissions data (Jan - Dec), rather than reporting period data (May 25 - Mar 26).

 
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Table 5: Annual Emissions (1st January 2020 – 31st December 2025)
img1477.png

Total emissions from gas, electricity, and transport (Scope 1 & 3) for 2025 were 12,010 tCO2e, compared to 14,403 tCO2e in 2024. This is a difference of 2,393 tCO2e, representing a reduction of 16.61% in 2025. Purchased electricity (Scope 2) fell by 15.99%

An analysis of the data for 2025 compared to 2024, showed a significant drop across energy usage, absolute carbon footprint, and revenue-based carbon intensity. While absolute impacts decreased, a simultaneous drop in the number of completed units caused our carbon emissions to total units completed ratio to sharply spike, indicating lower production of completed dwellings and non-domestic spaces despite the overall cleaner footprint. Although 2025 recorded the lowest completion figures in five years, output is projected to rebound strongly in 2026/7.

To satisfy the full intent of CFD (g) and to ensure robust pathways that withstand future business growth toward the 2045 and 2050 deadlines, the Group recognises that current intensity metrics must be supplemented. Additional mechanisms are being integrated into our assessment framework and is discussed in Section 11: Planned Actions for the Future and Director’s Responsibility Statement in Section 12 of these Disclosures. 

 
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During the reporting period, JRL Group advanced its energy efficiency and carbon reduction strategy through targeted research and assessments across all business divisions. Key energy efficiency actions implemented include:

• Low-Carbon Site Infrastructure: Research and development of energy-management innovations across
project sites, offices, depots, and manufacturing facilities. This included live testing of smart battery
storage systems to optimise generator efficiency and the installation of renewables
• Pre-Construction Sustainability Governance: Embedded mandatory sustainability and energy reviews into
the pipeline for all new JRL Developments and Midgard projects 
• Undertaking  Whole Life Carbon Analysis and Operational Energy Analysis across our portfolio to
quantify,
forecast, and mitigate emissions from the design phase through to building occupation
• Concrete Specification Optimisation: Under our ConcreteZero membership we have mandated 30% low
carbon concrete for 2025 and 2026 across all of our development sites
• Logistics: Implemented a central logistics IT hub to consolidate construction deliveries, transportation
routing to ensure optimisation and telematics have been introduced to reduce vehicle emissions. All sites
with parking provision have electric charging points and the Group continues vehicle fleet management
though FORS gold accreditation

11. Planned actions for the future

11.1. Accommodating the transition to the UK Sustainability Reporting Standards (UK SRS) S1 and S2

The Group will integrate specific preparatory actions into the 2026/2027 reporting cycle. The UK SRS standards represent the UK’s endorsement of the global IFRS (ISSB) standards, shifting reporting from a CFD-aligned framework to  more rigorous, financially connected sustainability disclosures.

The Group is taking a proactive approach to ensure that in 2028, when mandatory reporting will be phased in, the internal data infrastructure will already support reporting against the UK SRS standards.

 
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11.1.1. JRL Group Future Roadmap: UK SRS Transition Timeline
img3aa2.png
 
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• The Group is enhancing its "bottom-up" data collection to meet the criteria of the UK SRS. A review is
being carried out to update our ESG data platform to ensure information is auditable and in a format
consistent with the requirements of the GHG Protocol, a key requirement of UK SRS S2 
• Ongoing review of the Group’s sustainability strategy, including the development of targets for the
management climate related risks and the definition of key performance indicators to assess Group
performance in managing these risks
• The Group will evolve reporting to include a subsection on natural environment related risks and
opportunities, scoping out our activities against the requirements of the Taskforce on Nature-related
Financial Disclosures Framework. The Group recognises that climate and the natural environment are
intrinsically linked; we have moved beyond compliance to ensure all 2025/26 projects deliver a minimum
10% Biodiversity Net Gain, focussing on  onsite biodiversity enhancements, without using biodiversity
credits. All sites have strategies to manage these in the long-term
• Further investment in electric vehicles to transition our fleet (vans and HGVs) to electric propulsion where
viable
• Training and appointing "energy champions" at each location to drive further improvements in energy
efficiency
• Group manufacturing subsidiaries to produce Environmental Product Declarations for Group
manufactured products 
• During 2026 the Group will mandate Whole Life Carbon Assessments across our project and
construction
product portfolio to monitor embodied carbon. 
• Material Innovation: we are expanding our membership activities within ConcreteZero, driving the use of
low emission concrete across Group activities. For 2027 we have declared we will use 50% low emission
concrete across all new projects

We will continue to evolve our climate change related risk analysis as new data is made available both internally and externally, and we will continue to monitor our climate exposures and action plans through the Group’s risk management and governance structure. Climate change opportunities identified through analysis will continue to be assessed and cultivated,  in-line with the Group’s strategy and objectives. This will ensure that the Group remains at the forefront of sustainable reporting, moving from voluntary climate disclosures to a fully integrated, standard compliant financial and sustainability framework.

The Group remains dedicated to delivering best practices in sustainable reporting and will continue to monitor developments in this area.

While there is continued uncertainty in the wider macro economy, we remain positive for the year ahead. With our growing order book spread across a wide range of sectors, we are well positioned for the future and on track to deliver an outcome for 2026 which is in line with our current expectations.

 
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12. Director’s Responsibility Statement: Climate-Related Disclosures

The JRL Group’s Directors acknowledge their responsibility for the preparation of the Climate-related Financial Disclosures included within this Strategic Report.

In accordance with UK regulatory requirements, the Board confirms that the following:

1. Fair and Balanced Reporting: to the best of our knowledge, the climate-related disclosures, including the
Low and High Carbon Scenario Analyses, provide a fair, balanced, and understandable assessment of the
Group’s position and prospects regarding climate-related risks and opportunities.
2. Strategic Integration: the outcomes of our scenario analysis have been formally integrated into the
Group’s primary risk management framework and have informed our medium-to-long-term financial
planning and capital allocation.
3. Accuracy of Metrics: the Greenhouse Gas (GHG) emissions data for Scopes 1, 2, and material Scope 3
have been prepared in accordance with the GHG Protocol. We have applied due prominence to the
connectivity between these metrics and our audited financial statements.
4. Commitment to Transition: the Directors will look to review and approve a Transition Plan Summary,
ensuring it is sufficiently resourced and aligned with the Group’s overarching ambition to reach
operational Net Zero by 2045 or earlier.
5. Compliance: These disclosures meet the requirements of the Companies (Strategic Report) (Climate
related Financial Disclosure) Regulations 2022 and align with the recommendations of the Task Force on
Climate-related Financial Disclosures (TCFD).


This report was approved by the board and signed on its behalf.





Mr J J Reddington
Director

Date: 10 July 2026

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DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 MARCH 2026

The directors present their report and the financial statements for the period ended 31 March 2026.

Directors' responsibilities statement

The directors are responsible for preparing the group strategic report, the directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the Group 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 for the Group's financial statements 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 will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the period, after taxation and minority interests, amounted to £537k (2025 - loss 35,502k).

During the year the directors of the company did not recommend a final dividend (2025 - £Nil). During the year dividends of £Nil (2025 - £Nil) were paid to non-controlling interests.

Directors

The directors who served during the period were:

Mr J J Reddington 
Mr K W Keegan 
Mr R J Gleeson 
Mr M A Lahiff 
Mr C F Lee 
Mr H W Wong 

Our vision

The Group's vision is to become the contractor of choice within the sectors in which we operate, through our ability to delivery leading edge construction techniques and services.

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Political and charitable contributions

During the year, the Group made charitable contributions of £75k (2025 - £217k). There were no political contributions (2025 - £NIL).

Employee involvement

The Group's policy is to consult and discuss with employees, through regular forums, focus groups, team briefs and quarterly conferences, matters likely to affect employees' interests.

Information on matters of concern to employees is given through electronic information bulletins, notices and all company briefings, in order to achieve a common awareness of the financial and market factors affecting the Group's performance.

Disabled employees

The Group's policy is to recruit candidates with the appropriate knowledge, skills and aptitude for all vacancies irrespective of disability. As appropriate, all necessary assistance with initial training will be given. Once employed, career plans are developed so as to ensure suitable opportunities for each disabled person are made available. Arrangements will be made, wherever possible, for retraining employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and abilities.

Other matters and going concern

The directors have assessed the company's current financial position and future performance in the context of the wider economic landscape and are confident that the company will continue as a going concern. Further details on this matter can be found in the notes to the financial statements.

Disclosure of information to auditors

Each of the persons who are directors at the time when this directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company and the Group's auditors are aware of that information.

Auditors

The auditorsMHAwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





Mr K W Keegan
Director

Date: 10 July 2026

Page 41

 
JRL GROUP HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JRL GROUP HOLDINGS LIMITED
 

Opinion


We have audited the financial statements of JRL Group Holdings Limited (the 'parent company') and its subsidiaries (the 'Group') for the period ended 31 March 2026, which comprise the consolidated statement of comprehensive income, the consolidated statement of financial position, the company statement of financial position, the consolidated statement of cash flows, the consolidated statement of changes in equity, the company statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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 of the parent company's affairs as at 31 March 2026 and of the Group's profit for the period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.


Emphasis of matter - change in estimate


We draw attention to note 2.1 in the consolidated financial statements, which describes the effects of change in the method of estimating the stage of completion on long term construction contracts. The change has been applied prospectively. Our opinion is not modified in respect of this matter.


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 or the 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.


Page 42

 
JRL GROUP HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JRL GROUP HOLDINGS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the annual report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information contained within the annual reportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the group strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the group strategic report and the directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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 group 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.


Page 43

 
JRL GROUP HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JRL GROUP HOLDINGS LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the directors' responsibilities statement set out on page 40, 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.


Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Enquiry of management and those charged with governance around actual, potential or suspected litigation, claims, non-compliance with laws and regulations and fraud;
Review of legal and professional fees for evidence of legal work undertaken or fines/penalties incurred;
Enquiry of entity staff in compliance functions and external advisors to identify any instances of noncompliance with laws and regulations;
Reviewing of financial statements disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management override, including testing of journal entries and other adjustments for appropriateness;
Evaluating the business rationale of significant transactions outside the normal course of business;
An assessment of the methodologies used in order to calculate the net realisable value of stocks at the year end, final expected contracts and the accuracy of provisions for evidence of bias;
We considered where applicable alternative estimation approaches including using (where available) actual post year end outcomes to assess assurance over the potential for material misstatement;
The accounting policies were checked to the financial reporting standards where necessary and confirmed to be appropriate;
Evaluating the business rationale of significant transactions outside the normal course of business, and reviewing accounting estimates;
Discussions amongst the engagement team in relation to how and where fraud might occur in the financial statements and any potential indicators of fraud;
Discussions with management over any potential or suspected fraud.


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
Page 44

 
JRL GROUP HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JRL GROUP HOLDINGS LIMITED (CONTINUED)


reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors' report.


Use of our report
 

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





John Coverdale, BSc FCA (Senior Statutory Auditor)
for and on behalf of
MHA
Statutory Auditors
London

10 July 2026
Page 45

 
JRL GROUP HOLDINGS LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 MARCH 2026


11 months ended
31 March
16 months ended
30 April
2026
2025
Note
£000
£000

  

Turnover
 4 
573,325
784,666

Cost of sales
  
(481,760)
(686,153)

Gross profit
  
91,565
98,513

Administrative expenses
  
(82,987)
(129,468)

Exceptional administrative expenses
 11 
-
(4,564)

Operating profit/(loss)
 5 
8,578
(35,519)

Interest receivable and similar income
 8 
749
124

Interest payable and similar expenses
 9 
(6,443)
(13,415)

Profit/(loss) before taxation
  
2,884
(48,810)

Tax on profit/(loss)
 10 
(1,205)
11,942

Profit/(loss) for the financial period
  
1,679
(36,868)

Profit/(loss) for the period attributable to:
  

Non-controlling interests
  
1,142
(1,366)

Equity shareholders of the company
  
537
(35,502)

  
1,679
(36,868)

The notes on pages 58 to 93 form part of these financial statements.

Page 46

 
JRL GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 07046711

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026

31 March
30 April
2026
2025
Note
£000
£000

Fixed assets
  

Intangible assets
 12 
1,611
1,884

Tangible assets
 13 
129,175
145,539

Investment in joint venture
 14 
3,347
-

Investment property
 15 
21,000
20,500

  
155,133
167,923

Current assets
  

Fixed assets held for sale
  
646
-

Stocks
 16 
81,481
84,210

Debtors
 17 
190,414
162,379

Cash at bank and in hand
 18 
105,377
99,263

  
377,918
345,852

Creditors: amounts falling due within one year
 19 
(334,277)
(300,964)

Net current assets
  
 
 
43,641
 
 
44,888

Total assets less current liabilities
  
198,774
212,811

Creditors: amounts falling due after more than one year
 20 
(64,725)
(73,537)

Provisions for liabilities
  

Provisions
 24 
(19,173)
(26,043)

  
 
 
(19,173)
 
 
(26,043)

Net assets
  
114,876
113,231


Capital and reserves
  

Called up share capital 
 25 
16
16

Share premium account
 26 
49,254
49,254

Capital redemption reserve
 26 
3
3

Foreign exchange reserve
 26 
(3)
-

Profit and loss account
 26 
41,462
40,366

Equity attributable to owners of the parent company
  
90,732
89,639

Non-controlling interests
  
24,144
23,592

Total shareholders' funds
  
114,876
113,231

Page 47

 
JRL GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 07046711
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 MARCH 2026


Page 48

 
JRL GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 07046711
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 MARCH 2026

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




Mr R J Gleeson
Director

Date: 10 July 2026

The notes on pages 58 to 93 form part of these financial statements.

Page 49

 
JRL GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 07046711

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026

31 March
30 April
2026
2025
Note
£000
£000

Fixed assets
  

Investments
 14 
14
14

Current assets
  

Debtors
 17 
93,693
95,562

Cash at bank and in hand
 18 
1,567
543

  
95,260
96,105

Creditors: amounts falling due within one year
 19 
(36,688)
(28,495)

Net current assets
  
 
 
58,572
 
 
67,610

  

Creditors: amounts falling due after more than one year
 20 
(7,143)
(15,000)

  

Net assets
  
51,443
52,624


Capital and reserves
  

Called up share capital 
 25 
16
16

Share premium account
 26 
49,254
49,254

Capital redemption reserve
 26 
3
3

Profit and loss account carried forward
  
2,170
3,351

  
51,443
52,624


Page 50

 
JRL GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 07046711
    
COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 MARCH 2026

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




Mr R J Gleeson
Director

Date: 10 July 2026

The notes on pages 58 to 93 form part of these financial statements.

Page 51
 

 
JRL GROUP HOLDINGS LIMITED


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 MARCH 2026



Called up share capital
Share premium account
Capital redemption reserve
Revaluation reserve
Foreign exchange reserve
Profit and loss account
Equity attributable to owners of parent company
Non-controlling interests


£000
£000
£000
£000
£000
£000
£000
£000



At 1 January 2024
8
309
3
32,421
-
43,447
76,188
24,958





Loss for the year
-
-
-
-
-
(35,502)
(35,502)
(1,366)


Shares issued during the period
8
48,945
-
-
-
-
48,953
-


Transfer of revaluation of freehold properties
-
-
-
(32,421)
-
32,421
-
-




Total equity


£000



At 1 January 2024
101,146





Loss for the year
(36,868)


Shares issued during the period
48,953


Transfer of revaluation of freehold properties
-





At 1 May 2025
16
49,254
3
-
-
40,366
89,639
23,592





Profit for the period
-
-
-
-
-
537
537
1,142


Foreign exchange movement
-
-
-
-
(3)
-
(3)
-
Page 52

 

 
JRL GROUP HOLDINGS LIMITED


 


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026



Impact of change in non-controlling interest
-
-
-
-
-
559
559
(590)



At 31 March 2026
16
49,254
3
-
(3)
41,462
90,732
24,144





At 1 May 2025
113,231





Profit for the period
1,679


Foreign exchange movement
(3)


Impact of change in non-controlling interest
(31)



At 31 March 2026
114,876



The notes on pages 58 to 93 form part of these financial statements.

Page 53
 
JRL GROUP HOLDINGS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 MARCH 2026


Called up share capital
Share premium account
Capital redemption reserve
Profit and loss account
Total equity

£000
£000
£000
£000
£000


At 1 January 2024
8
309
3
3,670
3,990


Comprehensive income for the period

Loss for the period
-
-
-
(319)
(319)


Contributions by and distributions to owners

Shares issued during the period
8
48,945
-
-
48,953



At 1 May 2025
16
49,254
3
3,351
52,624



Loss for the period
-
-
-
(1,181)
(1,181)


At 31 March 2026
16
49,254
3
2,170
51,443


The notes on pages 58 to 93 form part of these financial statements.

Page 54

 
JRL GROUP HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 MARCH 2026

11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000

Cash flows from operating activities

Profit/(loss) for the financial period
1,679
(36,868)

Adjustments for:

Amortisation of intangible assets
260
515

Depreciation of tangible assets
16,500
31,860

Profit on disposal of tangible assets
(739)
(8,620)

Interest charged to income statement
6,443
13,415

Interest credited to income statement
(749)
(124)

Taxation charge
1,205
(11,942)

R&D tax credit
(2,935)
744

Decrease/(increase) in stocks
2,083
(12,985)

(Increase)/decrease in debtors
(16,956)
16,340

Increase/(decrease) in creditors
39,216
(59,939)

(Decrease)/increase in provisions
(6,870)
4,155

Corporation tax paid
273
(2,173)

Revaluation surplus on investment property
(500)
(501)

Unrealised profit on joint venture
576
-

Net cash generated from operating activities

39,486
(66,123)


Cash flows from investing activities

Purchase of intangible fixed assets
(50)
(102)

Purchase of tangible fixed assets
(3,056)
(20,256)

Proceeds from sale of assets
3,722
63,611

Investment in joint ventures
(3,923)
-

Interest received
749
124

Disposal of subsidiary (net of cash)
-
2,408

Net cash from investing activities

(2,558)
45,785
Page 55

 
JRL GROUP HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026

11 months ended
31 March
16 months ended
30 April

2026
2025

£000
£000



Cash flows from financing activities

Issue of ordinary shares
-
48,953

New secured loans
9,200
16,764

Repayment of secured loans
(8,488)
(30,303)

Loan to related parties
(135)
6,158

New finance leases
6,127
11,200

Repayment of finance leases
(16,423)
(28,149)

Bank interest paid
(3,715)
(7,672)

Finance lease interest paid
(2,729)
(5,743)

Loans to joint ventures
(9,672)
-

Drawdown of other loans
5,000
-

Repayment of other loans
(5,389)
-

Net cash used in financing activities
(26,224)
11,208

Net increase/(decrease) in cash and cash equivalents
10,704
(9,130)

Cash and cash equivalents at beginning of period
15,574
24,704

Cash and cash equivalents at the end of period
26,278
15,574


Cash and cash equivalents at the end of period comprise:

Cash at bank and in hand
105,377
99,263

Bank overdrafts
(79,099)
(83,689)

26,278
15,574


The notes on pages 58 to 93 form part of these financial statements.

Page 56

 
JRL GROUP HOLDINGS LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE PERIOD ENDED 31 MARCH 2026





At 1 May 2025
Cash flows
New finance leases
At 31 March 2026
£000

£000

£000

£000

Cash at bank and in hand

99,263

6,114

-

105,377

Bank overdrafts

(83,689)

4,590

-

(79,099)

Debt due after 1 year

(19,310)

(7,572)

-

(26,882)

Debt due within 1 year

(20,877)

6,860

-

(14,017)

Finance leases

(47,067)

16,423

(6,127)

(36,771)


(71,680)
26,415
(6,127)
(51,392)

The notes on pages 58 to 93 form part of these financial statements.

Page 57

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

1.


General information

JRL Group Holdings Limited is a private company, limited by shares, incorporated in England and Wales under the Companies Act 2006. The address of its registered office is 4 Elstree Way, Borehamwood, Hertfordshire, WD6 1RN.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own statement of comprehensive income in these financial statements.

The company's functional and presentational currency is GBP, as GBP is the currency of the primary economic environment in which the Group operates. The financial statements have been rounded to the nearest £1,000.

The reporting date has been changed to align with IJM, 50% shareholder in group. The financial statements are for the 11 month period 1 May 2025 to 31 March 2026, the corresponding figures are for the 16 month period 1 January 2024 to 30 April 2025 and are therefore not entirely comparable.

In the period, the Group amended its approach to estimating stage of completion to better align with its 50% shareholder, IJM.
 
The change to input method has been applied prospectively and has resulted in a reduction of revenue and cost of sales of £12,040k. There was no material impact on assets, liabilities, or reported profits. It is not practicable for the Group to estimate the effect of the change in future periods.

The following principal accounting policies have been applied:

Page 58

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date 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.

 
2.3

Going concern

At the balance sheet date, the Group had net assets of £114.9m and net current assets of £43.6m. The Group has financing facilities, as detailed in notes 21 and 22, on which monthly and quarterly repayments are made in line with our usual terms.

In making their assessment of the Company and wider Group’s ability to continue as a going concern, the directors have prepared group financial forecasts on a group basis for a period of twelve months from the date of approval of these financial statements. These detailed forecasts together with supporting cash flow forecasts consider the current performance of the group, assessment of market conditions and other relevant risks facing the business. The base case forecasts include significant judgments and assumptions on the quantum and timing of new business and associated margins and the continued support of existing arrangements with key stakeholders.

The Directors have then prepared multiple severe but plausible downside scenarios in which margins are reduced, completion of development schemes are delayed, and potential schemes are removed to assess the impact on profitability, liquidity and compliance with the Group’s borrowing covenants.

Under all scenarios that the directors evaluated, the Group has sufficient liquidity to meet its obligations as they fall due and remain compliant with all borrowing covenants, without the need for any mitigating actions.

As such, the directors consider it reasonable to assume that the Group has adequate resources to continue for the going concern period and therefore continue to adopt the going concern basis in preparing the financial statements. The directors of JRL Group Holdings Limited concluded that the consolidated Group and each individual subsidiary is also a going concern. 

Page 59

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is GBP, rounded to the nearest £1,000.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of comprehensive income except when deferred in other comprehensive income as qualifying cash flow hedges.

Page 60

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.5

Revenue

The Group’s primary activity is construction services carried out during the year. Revenue is recognised on a stage of completion basis with reference to costs incurred to date as a proportion of forecast total costs.

The Group also undertakes other activities including commissions, sale of goods, rental of equipment and other services.

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:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from the sale of goods is recognised when the goods are delivered to the customer, this being the point at which the significant risks and rewards of ownership are transferred.
 
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.

Rental of equipment

Revenue from rental of equipment is recognised over the period of hire on a straight-line basis.

Page 61

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

  
2.6

Long term contracts

The principal estimation technique used by the Group in attributing profit on contracts to a particular accounting period is the preparation of forecasts on a contract-by-contract basis. These forecast cost and revenue which can include judgement, particularly in relation to liquidated and ascertained damages, recoverability of claims and instructed but unagreed in value variations. 

Where the outcome of each contract can be assessed with reasonable certainty before its conclusion, the attributable profit is recognised in the statement of comprehensive income as the difference between the reported revenue and related costs for that contract.

Contingencies are held on contracts to address unmitigated risks and as not all risks are mitigated until contracts have been successfully delivered, a contingency is not released until the underlying risk is appropriately reduced or mitigated. Losses incurred to the accounting date, together with any further losses that are foreseen in bringing contracts to completion, are recognised immediately and in full.

Revenue from long term contracts includes the amount initially agreed in the contract plus variations and claims recoveries to the extent that it is probable that amounts will be received and can be reliably measured. 

The gross amount due from customers from contract work, including retentions, is shown as a receivable. The gross amount due comprises costs incurred plus recognised profits less the sum of recognised losses and progress billings. Where the sum of recognised losses and progress billings exceeds costs incurred plus recognised profits, the amount is shown as gross amounts due to customers. Amounts recoverable on construction contracts are stated at direct cost plus the profit attributable to that contract, less any impairment losses. Progress payments for contracts are deducted from amounts recoverable.

 
2.7

Sale and leaseback

Where a sale and leaseback transaction results in a finance lease, no gain is immediately recognised for any excess of sales proceeds over the carrying amount of the asset. Instead, the proceeds are presented as a liability and subsequently measured at amortised cost using the effective interest method.

When a sale and leaseback transaction results in an operating lease, and it is clear that the transition is established at fair value any profit or loss is recognised immediately. If the sale price is below fair value, any profit or loss is recognised immediately unless the loss is compensated for by the future lease payments at below market price. In that case any such loss is amortised in proportion to the lease payments over the period for which the asset is expected to be used. If the sale price is above fair value, the excess over fair value is amortised over the period for which the asset is expected to be used.

Page 62

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.8

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to the statement of comprehensive income at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

Grants of a revenue nature are recognised in the consolidated statement of comprehensive income in the same period as the related expenditure.

 
2.9

Interest income

Interest income is recognised in the statement of comprehensive income using the effective interest method.

 
2.10

Finance costs

Finance costs are charged to the statement of comprehensive income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Finance costs incurred in relation to loans held within development subsidiary companies are capitalised in work in progress over the term of the development, where the costs are separately identifiable and are directly attributable to the acquisition or construction of an asset that takes a substantial period of time to complete. All other finance costs are charged to the consolidated statement of comprehensive income over the term of the loan using the effective interest method.

 
2.11

Borrowing costs

All borrowing costs are recognised in the statement of comprehensive income in the period in which they are incurred.

 
2.12

Pensions

Defined contribution pension plan

The Group operates a defined contribution pension plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in the statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

Page 63

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.13

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.


 
2.14

Adjusting items

Adjusting items are transactions that fall outside of the operations of the Group and are presented separately due to their size or incidence.

 
2.15

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the consolidated statement of comprehensive income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life
Page 64

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)


2.15
Intangible assets (continued)

cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Goodwill
-
10-15 years
Contracts
-
1 year
Computer software
-
3 years

 
2.16

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

The Group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to the statement of comprehensive income during the period in which they are incurred.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight line method and reducing balance methods.

Depreciation is provided on the following basis:

Freehold property
-
50 years straight line
Leasehold improvements
-
15 years straight line
Plant, machinery and motor vehicles
-
10 years straight line less 20% residual value
25% reducing balance
6 years straight line less 20% residual value
Fixtures and fittings
-
10 years straight line
25% reducing balance
Assets under construction
-
no depreciation until brought into use

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the statement of comprehensive income.

 
2.17

Investment property

Investment propreties are held at fair value, with no depreciation provided. Changes in fair vaue are recognised in profit or loss. The directors consider the fair value hierachy under FRS 102 Section 2 when determining the fair value. 

Page 65

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.18

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.19

Joint ventures

An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control.

In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The consolidated statement of comprehensive income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the consolidated statement of financial position, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.

Any premium on acquisition is dealt with in accordance with the goodwill policy.

Shareholder loans to joint ventures are initially recognised at present value, determined using a market discount rate. The difference between face value and present value is recognised as an additional investment in the joint venture.

Subsequently, loans are measured at amortised cost using the effective interest rate method. The unwinding of the discount is added to the loan balance and credited to the investment.

Loans are reviewed for impairment at each reporting date.

 
2.20

Stocks

Where stocks represent properties under development, stock is stated at the lower of cost and net realisable value. Net realisable value is based on estimated selling price less additional costs to completion and disposal. Stock includes attributable interest, but excludes certain sales and marketing costs.

All other stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the statement of comprehensive income.

Page 66

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.21

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Recovery assets are recognised as debtors when the recoverability is deemed virtually certain and classified within other debtors.

The Group recognises retentions receivable within trade debtors.

 
2.22

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.23

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

The Group recognises retentions payable within trade creditors.

 
2.24

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to the statement of comprehensive income.

Page 67

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.25

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's statement of financial position when the Group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic financial liabilities

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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Page 68

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

2.Accounting policies (continued)


2.25
Financial instruments (continued)


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

 
2.26

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting. 


3.



Critical judgements in applying accounting policies and key sources of 
estimation uncertainty

In the application of the Group's accounting policies, which are described in note 2, the directors are required to make judgements that have a significant impact on the amounts recognised, and to make estimates and assumptions about the carrying amounts 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. 

In preparing these financial statements, the directors have made the following judgements:

Determine where accruals, provisions or contingent liabilities exist for any remedial works required to completed contracts. The directors and senior management assess all construction contracts on a regular basis alongside the Group's surveyors, customer communications and industry developments, and consider if any liability exists. Where a liability is identified, the directors and senior management consider if a probable outflow and reliable estimate exist and record an accrual, provision or contingent liability accordingly.
 
Determine whether there are indicators of impairment of the Group's tangible and intangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset.

Other key sources of estimation uncertainty:
 
Long term contracts

In most cases our contractual obligations span more than one financial period. Forecasts are made on the outcome of each contractual obligation using the most up-to-date information available. This requires estimates on the recovery of contract variations and claims, and expected contract costs to complete.




 
Page 69

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

3.Judgements in applying accounting policies (continued)

Long term contract accounting requires estimates to be made for contract value and costs, as they depend on the outcome of future events. These estimates will be revised as events unfold and uncertainties are resolved, and the impact of these changes will then be reflected in the financial statements.
 
Carrying value of inventories (see note 16)

In applying the Group's accounting policy for the valuation of inventories, the directors are required to assess the expected selling price and cost to sell each of the units that constitute the company's work in progress. Costs includes the cost of acquisition of sites, the cost of infrastructure and construction works, and legal and professional fees incurred during development prior to sale. Estimation of the selling price is subject to significant inherent uncertainties, in particular the prediction of future trends in the market value of property.

Whilst the directors exercise due care and attention to make reasonable estimates, taking into account all available information in estimating the future selling price, and costs to complete, the estimates will, in all likelihood, differ from the actual selling prices, and costs achieved in future periods and these differences may in certain circumstances be significant.
 
Provisions

The Group exercises judgement in determining the extent to which; it has an obligation (as a result of a past event), the likelihood that a liability will arise, as well as quantifying the possible amount of any outflow of resource to settle the obligation. The Group note there is estimation uncertainty in the valuation of provisions - the inherent uncertainty of such matters means that the actual amount of the transactions may differ materially from the best estimates that are currently made. Where the valuation of a provision for rectification work assumes recovery of cost from third parties, estimates are based on historical costs incurred for the expected work required as well as recoveries based on outcomes achieved on similar contract positions. Recoveries are recognised as an asset independently from the provision only when they are virtually certain. 

The Group has identified a small number of previous projects where remediation works may be required, please refer to note 24 for further information. 
 
Deferred tax assets

Deferred tax assets are recognised for trading losses incurred to the extent that the Directors considers it probable that an asset will be recovered. In assessing the probability of recovery the Directors have considered the Group's expected future profitability. The Directors consider that the Group will continue to maintain profitability and recover the deferred tax assets in full. This judgement is based on five year forecast projections linked to secured orderbook. This forecast has undergone a  sensitivity analysis related to margin reduction, which still results in full recognition of the deferred tax asset. Deferred tax assets are not discounted.
 
Page 70

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

3.Judgements in applying accounting policies (continued)

Investment property valuations

Investment properties are held at fair value, with no depreciation provided. Changes in fair vaue are recognised in profit or loss. The directors consider the fair value hierachy under FRS 102 Section 2 when determining the fair value.


4.


Turnover

All revenue is attributable to providing civil engineering and specialist construction solutions across the UK prime residential and commercial markets, together with delivery of mixed use and public sector construction projects and arises solely within the United Kingdom.


An analysis of turnover by class of business is as follows:


11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000

Construction
513,170
673,229

Sale of goods
25,795
56,133

Rental of equipment
21,481
34,601

Services
7,521
12,744

R&D tax credit income
5,358
7,959

573,325
784,666



5.


Operating profit/(loss)

The operating profit/(loss) is stated after charging:

11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000

Profit on sale of tangible fixed assets
(739)
(8,620)

Fee payable to the Group's auditor and its associates for the audit of the Group and subsidiary companies' annual financial statements
525
499

Fee payable to the Group's auditor and its associates for preparation of
statutory accounts
59
55

Exchange differences
(126)
(73)

Operating lease expense
7,710
1,305

Page 71

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

6.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
31 March
Group
30 April
2026
2025
£000
£000


Wages and salaries
90,873
143,739

Social security costs
11,424
15,245

Cost of defined contribution scheme
2,488
3,850

104,785
162,834


The average monthly number of employees, including the directors, during the period was as follows:



Group
Group
Company
Company
  11 months ended
       31 March
   16 months ended
        30 April
  11 months ended
       31 March
   16 months ended
        30 April
        2026
        2025
        2026
        2025
            No.
            No.
            No.
            No.









Site based staff
845
1,083
-
-



Administrative staff
966
1,050
-
-



Directors
6
3
6
3

1,817
2,136
6
3

Page 72

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

7.


Directors' remuneration

11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000

Directors' emoluments
1,192
1,580

Group contributions to defined contribution pension schemes
12
13

1,204
1,593


During the period retirement benefits were accruing to 3 directors (2025 - 3) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £403k (2025 - £573k).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £12k (2025 - £NIL).

The directors' remuneration is paid by other Group companies.

The six directors are considered the key management personnel of the Group.


8.


Interest receivable

11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000


Other interest receivable
749
124

749
124

Page 73

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

9.


Interest payable and similar expenses

11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000


Bank interest payable
1,942
7,490

Other interest payable
1,772
182

Finance leases and hire purchase contracts
2,729
5,743

6,443
13,415


10.


Taxation


11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000

Corporation tax


Current tax on profits for the year
1,758
1,600

Adjustments in respect of previous periods
310
(152)

Total current tax

2,068
1,448

Deferred tax


Origination and reversal of timing differences
(1,096)
(13,263)

Adjustments in respect of previous periods
233
(127)

Total deferred tax

(863)
(13,390)


1,205
(11,942)
Page 74

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026
 
10.Taxation (continued)


Factors affecting tax charge for the period

The tax assessed for the period is higher than (2025 - higher than) the standard rate of corporation tax in the UK of 25% (2025 - 25%). The differences are explained below:

11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000


Profit/(loss) on ordinary activities before tax
2,884
(48,810)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2025 - 25%)
721
(12,203)

Effects of:


Expenses not deductible for tax purposes
810
1,514

Capital allowances for period in excess of depreciation
477
(2,525)

Difference in tax rates
(176)
(12)

Prior year adjustments
543
(384)

Chargeable gains
125
1,668

Income not taxable for tax purposes
(1,215)
-

R&D expenditure credits
(80)
-

Total tax charge for the period
1,205
(11,942)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


11.


Adjusting items

11 months ended
31 March
16 months ended
30 April
2026
2025
£000
£000


Refinancing
-
3,783

Other incremental costs
-
781

-
4,564

Page 75

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

12.


Intangible assets

Group 







Computer software
Contracts
Goodwill
Total

£000
£000
£000
£000



Cost


At 1 May 2025
1,757
500
2,103
4,360


Additions
50
-
-
50


Disposals
-
(500)
(134)
(634)



At 31 March 2026

1,807
-
1,969
3,776



Amortisation


At 1 May 2025
192
500
1,784
2,476


Charge for the period
100
-
160
260


On disposals
-
(500)
(71)
(571)



At 31 March 2026

292
-
1,873
2,165



Net book value



At 31 March 2026
1,515
-
96
1,611



At 30 April 2025
1,565
-
319
1,884





Page 76

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

13.


Tangible fixed assets

Group



Freehold property
Leasehold improvements
Plant, machinery and motor vehicles
Office equipment
Assets under construction
Total

£000
£000
£000
£000
£000
£000



Cost or valuation


At 1 May 2025
26,000
5,347
271,019
13,206
-
315,572


Additions
109
56
2,242
579
70
3,056


Disposals
(16)
-
(9,083)
(2,186)
-
(11,285)



At 31 March 2026

26,093
5,403
264,178
11,599
70
307,343



Depreciation


At 1 May 2025
2,335
-
157,289
10,409
-
170,033


Charge for the period
(376)
403
15,622
851
-
16,500


Disposals
(1)
-
(6,579)
(1,785)
-
(8,365)



At 31 March 2026

1,958
403
166,332
9,475
-
178,168



Net book value



At 31 March 2026
24,135
5,000
97,846
2,124
70
129,175



At 30 April 2025
23,665
5,347
113,730
2,797
-
145,539

Page 77

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

           13.Tangible fixed assets (continued)

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


31 March
30 April
2026
2025
£000
£000



Plant, machinery and motor vehicles
57,568
58,540

57,568
58,540

The depreciation charged on assets held under finance leases or hire purchase contracts, included above, are as follows:

31 March
30 April
2026
2025
      £000
      £000
Plant, machinery and motor vehicles

8,098

12,934
 

8,098

12,934
 

Page 78

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

14.


Fixed asset investments

Group








Investment in joint ventures

£000



Cost or valuation


Additions
4,287


Unrealised profit on joint venture
(576)



At 31 March 2026

3,711



Effective interest credited to the investment


Charge for the period
364



At 31 March 2026

364



Net book value



At 31 March 2026
3,347



At 30 April 2025
-

Page 79

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026
Company








Investments in subsidiary companies

£000



Cost or valuation


At 1 May 2025
14



At 31 March 2026
14






Net book value



At 31 March 2026
14



At 30 April 2025
14


Subsidiary undertakings


The following were subsidiary undertakings of the company:

Name

Principal Activity

Class of shares

Holding

AMCA Structures Limited*
Architectural activities
Ordinary
100%
Anglo Swiss Facade Design Limited*
Design Services
Ordinary
100%
Ark Mechanical and Electrical Services Limited*
Mechanical and Electrical services
Ordinary
100%
ASFD AG*
Design Services
Ordinary
100%
CEPF II (Woking) Limited*^
Property investment
Ordinary
100%
Chiswell Green Equestrian Centre Limited*
Dormant
Ordinary
100%
Elstree Civil Engineering Limited*
Dormant
Ordinary
100%
Foras (Sparkle Street) Limited*
Property Development
Ordinary
100%
J. Reddington Ltd*
Building Contractors
Ordinary
95%
JRL (DM) Limited*^
Property Development
Ordinary
100%
JRL Access Limited*
Site access and scaffolding
Ordinary
100%
JRL Civil Engineering Limited*
Building contractors
Ordinary
100%
JRL Construction Management Limited
Holding company
Ordinary
100%
JRL Demolition Limited*
Demolition contractors
Ordinary
100%
JRL Drylining Limited*
Drylining contractors
Ordinary
100%
JRL Engineering Vietnam Company Limited*
Design Services
Ordinary
100%
JRL Environmental Limited*
Waste disposal and recycle
Ordinary
100%
JRL Fabrications FZ-LLC*
Manufacturing metal products and metal sections & profiles
Ordinary
100%
JRL GH Facades Limited*^
Specialist facade contractor
Ordinary
100%
Page 80

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026
Subsidiary undertakings (continued)


Name

Registered office

Class of shares

Holding

JRL Modular Limited*
Specialist facade contractor
Ordinary
100%
JRL Group (Ireland) Limited^
Holding company
Ordinary
100%
JRL Group Limited
Holding company
Ordinary
100%
JRL Plant and Logistics Limited*
Plant hire, transport and concrete pumping
Ordinary
95%
JRL Property (2) Limited*^
Property Investment
Ordinary
100%
JRL Property (4) Limited*
Dormant
Ordinary
100%
JRL Property (5) Limited*
Dormant
Ordinary
100%
JRL Property (6) Limited*
Dormant
Ordinary
100%
JRL Property (Biggleswade) Limited*^
Property investments
Ordinary
100%
JRL Property (Camley Street) Limited*^
Property investments
Ordinary
100%
JRL Property (Carlton Works) Limited^
Property investments
Ordinary
100%
JRL Property (Colwick) Limited*^
Property investments
Ordinary
100%
JRL Property (Coventry) Limited*^
Property investments
Ordinary
100%
JRL Property (Cumberland Street) Limited*
Property investments
Ordinary
100%
JRL Property (Euston Road) Limited*^
Property investments
Ordinary
100%
JRL Property (Frederick Street) Limited*^
Property investments
Ordinary
100%
JRL Property (Peterborough) Limited*^
Property investments
Ordinary
100%
JRL Property (Portadown) Limited*^
Property investments
Ordinary
100%
JRL Property (Putney) Limited*^
Property investments
Ordinary
100%
JRL Property (Sandy) Limited*
Dormant
Ordinary
100%
JRL Property (Skelmersdale) Limited*^
Property investments
Ordinary
100%
JRL Property (Southwark) Limited*^
Property investments
Ordinary
100%
JRL Property (Sutton) Limited*
Property investments
Ordinary
100%
JRL Property (Trent) Limited*^
Property investments
Ordinary
100%
JRL Property (Whittlesey) Limited*^
Property investments
Ordinary
100%
JRL Property (Woking 2) Limited*
Property investments
Ordinary
100%
JRL Property (Woking) Limited*
Property investments
Ordinary
100%
JRL Property Holdings Limited^
Holding company
Ordinary
100%
JRL Property Limited*^
Property investment
Ordinary
100%
JRL Structures Limited*
Civil engineering and construction
Ordinary
100%
JRL Trading (3) Limited*
Dormant
Ordinary
100%
JRL Woking Gateway Limited*
Property Development
Ordinary
100%
London Concrete Pumping Limited*
Concrete pumping services
Ordinary
100%
London Tower Crane Hire & Sales Limited*
Operation of tower cranes
Ordinary
75%
McMullen Facades Limited*
Construction of glass facades
Ordinary
100%
Midgard Ltd*
Building contractors
Ordinary
90%
Midgard City Limited*
Building contractors
Ordinary
100%
Midgard Construction Limited*
Building contractors
Ordinary
100%
Midgard Design Services Limited*
Design Services
Ordinary
100%
Midgard Public Sector Limited*
Building contractors
Ordinary
100%
Midgard Design Services Spain S.L.*
Design services
Ordinary
100%
Midgard Design Services India Private Ltd*
Design services
Ordinary
100%
Quantum Gate Limited*
I.T. Solution
Ordinary
100%
Slipstructures Limited*
Slipform solutions
Ordinary
100%
Stair Master Limited*
Formwork fabrication
Ordinary
96%
Page 81

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026
Subsidiary undertakings (continued)


Name

Registered office

Class of shares

Holding

Stanborough Leisure Limited*
Property Development
Ordinary
100%
Thames Reinforcements Limited*
Steel fabrication
Ordinary
84%
Trent Reinforcements Limited*
Dormant
Ordinary
100%
Trent Precast Concrete Limited*
Specialist precast concrete
Ordinary
92%
UK Facades Limited*
Construction of envelope packages
Ordinary
100%
Woodland Environmental Limited*
Civil engineering and construction
Ordinary
100%

* held indirectly

^ Denotes subsidiaries which have taken advantage of the parent company guarantee exemption to prepare unaudited accounts in accordance with s479A of the Companies Act 2006.

All subsidiaries, apart from Midgard Construction Limited, Midgard Design Services Spain S.L., Midgard Design Services India Private Ltd, ASFD AG, JRL Engineering Vietnam Company Limited and JRL Fabrications FZ-LLC, are incorporated in England and Wales and have the same registered office address as the company (see company information page).

Midgard Construction Limited is incorporated in Ireland and its registered office address is Unit 5B Fingal Bay Business Park, Balbriggan, Dublin, Ireland, K32 NY57.

Midgard Design Services Spain S.L. is incorporated in Spain and its registered office address is Avena Manuel Siurot, 59 Planta Sotana, 41013, Sevilla, Espana.

Midgard Design Services India Private Ltd is incorporated in India and its registered office address is 14th Floor, Office No. 1406-1408, Block B, Navaratna Corporate Park, Ambli-Bopal Road, Bodakdev 380058, Gujarat, Ahmedabad.

ASFD AG is incorporated in Switzerland and its registered office address is Messeplatz 10, 4058 Basel, CHE-246.052.770, Switzerland.

The registered address of JRL Engineering Vietnam Company Limited is The Prince Residence, NO.19, 21 Nyguyen Van Troi, Ward 11, Phu Nhuan District, Ho Chi Minh City. 0921870410.

The registered address of JRL Fabrications FZ-LLC is PLK 183, Al Ghail Industrial Zone-FZ RAK, Ras Al Khaimah, United Arab Emirates.


Joint venture


The following was a joint venture of the company:


Name

Registered office

Holding

JRL Property (Castle Street) Holdings Limited
4 Elstree Way, Borehamwood, Hertfordshire, WD6 1RN
50%


Page 82

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

15.


Investment property

Group





Freehold investment property

£000



Valuation


At 1 May 2025
20,500


Surplus on revaluation
500



At 31 March 2026
21,000


Comprising


Cost
7,198

Annual revaluation surplus:


2025
13,302

2026
500

At 31 March 2026
21,000

Investment properties are held at fair value, with no depreciation provided. Changes in fair vaue are recognised in profit or loss. The directors consider the fair value hierachy under FRS 102 Section 2 when determining the fair value.



If the Investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:

31 March
30 April
2026
2025
£000
£000


Historic cost
7,198
7,198

Accumulated depreciation and impairments
(1,174)
(1,030)

6,024
6,168



Page 83

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

16.


Stocks

Group
31 March
Group
30 April
2026
2025
£000
£000

Raw materials and consumables
16,652
16,059

Work in progress
1,292
1,596

Finished goods and goods for resale
2,491
2,247

Development property
61,046
64,308

81,481
84,210


Development property includes £4,758k (2025 - £5,061k) of capitalised bank interest.

Page 84

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

17.


Debtors

Group

31 March
Group
30 April
Company

31 March
Company
30 April
2026
2025
2026
2025
£000
£000
£000
£000

Due after more than one year

Trade debtors
27,114
30,293
-
-

Amounts owed by joint ventures
9,672
-
-
-

Other debtors
3,433
9,418
-
-

Deferred tax asset
20,538
18,906
-
-

60,757
58,617
-
-

Due within one year

Trade debtors
64,968
34,239
-
-

Amounts owed by group undertakings
-
-
93,194
95,435

Amounts owed by related parties
11,498
11,514
-
-

Other debtors
5,184
2,964
-
21

Prepayments and accrued income
12,408
4,090
-
-

Amounts recoverable on long-term contracts
27,132
41,458
-
-

Corporation tax repayable
8,467
8,776
499
106

VAT recoverable
-
721
-
-

190,414
162,379
93,693
95,562


The Group classify retentions due on long term contracts within trade debtors.

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

Included within other debtors are recovery assets and sundry debtors.


18.


Cash and cash equivalents

Group
31 March
Group
30 April
Company
31 March
Company
30 April
2026
2025
2026
2025
£000
£000
£000
£000

Cash at bank and in hand
105,377
99,263
1,567
543

Less: bank overdrafts
(79,099)
(83,689)
-
-

26,278
15,574
1,567
543


Page 85

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

19.


Creditors: Amounts falling due within one year

Group
31 March
Group
30 April
Company
31 March
Company
30 April
2026
2025
2026
2025
£000
£000
£000
£000

Bank overdrafts
79,099
83,689
-
-

Bank loans
14,017
20,877
-
-

Trade creditors
94,191
82,711
-
617

Amounts owed to group undertakings
-
-
27,627
27,857

Amounts owed to related parties
3,441
3,592
-
-

Other taxation and social security
3,862
3,442
-
-

Obligations under finance lease and hire purchase contracts
15,882
17,111
-
-

Other creditors
22,109
14,839
9,061
-

Accruals and deferred income
37,511
32,271
-
21

Payments received on account
64,165
42,432
-
-

334,277
300,964
36,688
28,495


Included within bank overdrafts are two subsidiary companies recourse invoice financing facility of £5,003k (2025 - £8,768k). This has been drawn against certain trade debtor balances in Note 17.

The bank loans are secured against the assets of certain companies within the Group, as detailed in note 32.

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

Obligations under finance leases are secured on the assets to which they relate.

Page 86

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

20.


Creditors: Amounts falling due after more than one year

Group
31 March
Group
30 April
Company
31 March
Company
30 April
2026
2025
2026
2025
£000
£000
£000
£000

Bank loans
26,882
19,310
-
-

Net obligations under finance leases and hire purchase contracts
20,889
29,956
-
-

Trade creditors
9,811
9,271
-
-

Other creditors
7,143
15,000
7,143
15,000

64,725
73,537
7,143
15,000


The bank loans are secured against the assets of certain companies within the Group, as detailed in note 32.

Obligations under finance leases are secured on the assets to which they relate.


21.


Loans


Analysis of the maturity of loans is given below:


Group
31 March
Group
30 April
2026
2025
£000
£000

Amounts falling due within one year

Bank loans
14,017
20,877

Amounts falling due 1-2 years

Bank loans
26,882
19,310


40,899
40,187


Subsidiaries within the Group have bank loans of £7.3m, £2.3m and £2.0m falling due for repayment in May 2027, October 2027 and October 2027, respectively. The remaining loans are due for repayment after October 2027. 

Page 87

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

22.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
31 March
Group
30 April
2026
2025
£000
£000

Within one year
15,882
17,111

Between one and two years
13,247
18,307

Between two and five years
7,507
11,508

Over five years
135
141

36,771
47,067


23.


Deferred taxation


Group



2026
2025


£000

£000






At beginning of year
18,906
5,321


Credited to profit or loss
863
13,585


Utilised in year
769
-



At end of year
20,538
18,906

Company


2026
2025





At beginning of year
-
-



At end of year
-
-
Page 88

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026
 
23.Deferred taxation (continued)

The deferred taxation balance is made up as follows:

Group
31 March
Group
30 April
2026
2025
£000
£000

Accelerated capital allowances
(16,708)
(18,616)

Tax losses carried forward
40,643
36,906

Unrealised gains
(3,450)
(3,325)

Other timing issues
53
66

Interest restriction carried forward
-
3,875

20,538
18,906

Page 89

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

24.


Provisions


Group



Remedial works
Loss making contract provision
Provision for defects
Provision for future capital works
Total

£000
£000
£000
£000
£000





At 1 May 2025
13,262
846
6,588
5,347
26,043


Charged to profit or loss
3,296
180
71
-
3,547


Utilised in period
(8,882)
(783)
(653)
(99)
(10,417)



At 31 March 2026
7,676
243
6,006
5,248
19,173

Provision for remedial works

The company has assessed previously completed projects to determine if remediation works may be required. The company’s assessment is that the £7.7m (2025 - £13.3m) provision reflects the expected outflow of economic benefit from the company to complete the remedial works on the legacy schemes reviewed. 

Further details are not disclosed, as due to the ongoing nature of discussions with third parties, any disclosure could be seriously prejudicial. The directors are unable to determine the timing of any payments and have detailed the estimates and judgements made in respect of the provision in note 3. No asset has been recognised in relation to expected reimbursement. An asset has been recognised in relation to the expected reimbursement which is classified within other debtors.

Loss making contract provision

This provision relates to live contracts where it is estimated that costs will exceed revenue on a construction contract. This provision reflects the expected loss and is recognised immediately. Note 3 details the estimates and judgements made in respect of the provision. The provision will be utilised throughout the remaining duration of the loss-making contract as actual costs are incurred and payments made.

Provision for defects

Provisions are recognised for defect rectification costs for contracts that are within the defect liability period. The costs arise from contractual obligations at the balance sheet date and are estimated based on historical experience.

Provision for future capital works

Provisions for future capital works relate to contractual commitments made by the Company to improve leasehold premises. The provision reflects the best estimate of costs associated with the commitments made and are expected to be paid over the next 24 months. Note 3 details the estimates and judgments made.

Page 90

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

25.


Share capital

31 March
30 April
2026
2025
£
£
Allotted, called up and fully paid



7,976 (2025 - 7,976) Ordinary A shares of £1.00 each
7,976
7,976
7,976 (2025 - 7,976) Ordinary B shares of £1.00 each
7,976
7,976

15,952

15,952



26.


Reserves

Share premium account

The share premium account represents amounts subscribed for share capital in excess of nominal value.

Capital redemption reserve

The capital redemption reserve contains the nominal value of own shares that have been acquired by the company and cancelled.

Foreign exchange reserve

The foreign exchange reserve represents cumulative differences on retranslation of balances and transactions of foreign subsidiaries into the Group's presentational currency of GBP.

Profit and loss account

The profit and loss account reflects net gains and losses and transactions with owners not recognised elsewhere.


27.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group  in an independently administered fund. The pension cost charge represents contributions payable by the Group  to the fund and amounted to £2,484k (2025 - £3,850k). Contributions totalling £662k (2025 - £629k) were payable to the fund at the reporting date and are included in creditors.

Page 91

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

28.


Commitments under operating leases

At 31 March 2026 the Group and the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
31 March
Group
30 April
2026
2025
£000
£000

Not later than 1 year
8,369
8,369

Later than 1 year and not later than 5 years
31,574
31,574

Later than 5 years
67,205
75,574

107,148
115,517


29.


Commitments

At 31 March 2026, the Group had entered into various agreements to acquire interests in properties and land for development. Completion is scheduled to occur post year end and no liability has been recognised at 31 March 2026. A total of £16.7m will be required on completion of these transactions. 


30.


Related party transactions

The company has taken advantage of the exemption available under paragraph 33.1A of the Financial Reporting Standard 102 not to disclose transactions with other wholly owned members of the Group.

During the period ended 31 March 2026, the group made sales of £34k (2025 - £480k) and purchases of £29k (2025 - £382k) from companies related by common directorship. At the reporting date, £11,498k (2025 - £11,522k) was owed to the group and is recognised in debtors; £3,441k (2025 - £3,590k) was owed by the company and is recognised in creditors. 

During the period ended 31 March 2026, the group made sales of £36,607k (2025 - £4,847k) and purchases of £3,500k (2025 - £391k) from companies related by common ownership. At the reporting date, £6,812k (2025 - £1,959k) was owed to the group and is recognised in debtors; £39,864k (2025 - £19,556k) was owed by the company and is recognised in creditors. 

At the reporting date, £392k (2025 - £10k) was due from directors of the group, the amounts advanced are interest free and repayable on demand. 


31.


Controlling party

In the opinion of the directors, there is no single controlling party.

Page 92

 
JRL GROUP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2026

32.


Guarantees

The company and Group has entered into a cross guarantee with a number of other Group companies to secure the Group's overdraft facility.

The Group's property borrowings are guaranteed by JRL Group Holdings Limited totalling £37.1m as at 31 March 2026 (2025 - £32.7m). 

Page 93