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Registered number:
FOR THE PERIOD ENDED 31 MARCH 2026
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JRL GROUP HOLDINGS LIMITED
COMPANY INFORMATION
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JRL GROUP HOLDINGS LIMITED
CONTENTS
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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.
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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.
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NameMr J J Reddington
Chairman
Date10 July 2026
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 31 MARCH 2026
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.
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).
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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.
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.
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.
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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.
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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
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.
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
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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.
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.
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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.
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.
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.
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
Table 1 summarises the Group risk governance and management approach
(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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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FOR THE PERIOD ENDED 31 MARCH 2026
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FOR THE PERIOD ENDED 31 MARCH 2026
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
II. The time periods by reference to which those risks and opportunities are assessed
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
Table 4: Emissions for the reporting period
Figure 1 illustrates the reporting period Scope 1, 2, 3 emissions graphically. 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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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. 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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
Table 5: Annual Emissions (1st January 2020 – 31st December 2025)
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
11.1.1. JRL Group Future Roadmap: UK SRS Transition Timeline
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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
• 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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JRL GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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.
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JRL GROUP HOLDINGS LIMITED
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.
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.
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 2006. They 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.
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.
The directors who served during the period were:
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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JRL GROUP HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2026
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.
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.
The auditors, MHA, will 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.
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JRL GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JRL GROUP HOLDINGS LIMITED
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 policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.
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JRL GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JRL GROUP HOLDINGS LIMITED (CONTINUED)
The other information comprises the information included in the annual report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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.
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.
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JRL GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JRL GROUP HOLDINGS LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these 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
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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.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Statutory Auditors
London
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JRL GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 MARCH 2026
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JRL GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 07046711
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026
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JRL GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 07046711
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 MARCH 2026
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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:
The notes on pages 58 to 93 form part of these financial statements.
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JRL GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 07046711
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026
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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:
The notes on pages 58 to 93 form part of these financial statements.
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