Caseware UK (AP4) 2025.0.111 2025.0.111 2024-05-29 2024-05-29 The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3). The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102: Disclosures in respect of financial instruments have not been presented No cash flow statement or net debt reconciliation has been presented for the Company No disclosure has been given for the aggregate remuneration of key management personnel Interest income is recognised in profit or loss using the effective interest method. Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right shortterm loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan. Investments in non-derivative instruments that are equity to the issuer are measured: at fair value with changes recognised in the Consolidated statement of comprehensive income if the shares are publicly traded or their fair value can otherwise be measured reliably; at cost less impairment for all other investments.0 true true 0 2024-11-01 true true false 0 false false 15747849 2025-10-31 15747849 2024-11-01 2025-10-31 15747849 2023-11-01 2024-10-31 15747849 2024-10-31 15747849 2023-11-01 15747849 1 2024-11-01 2025-10-31 15747849 d:CompanySecretary1 2024-11-01 2025-10-31 15747849 d:Director1 2024-11-01 2025-10-31 15747849 d:Director1 2025-10-31 15747849 d:Director2 2024-11-01 2025-10-31 15747849 d:Director2 2025-10-31 15747849 d:Director3 2024-11-01 2025-10-31 15747849 d:Director3 2025-10-31 15747849 d:RegisteredOffice 2024-11-01 2025-10-31 15747849 d:Agent1 2024-11-01 2025-10-31 15747849 d:Agent2 2024-11-01 2025-10-31 15747849 c:Buildings 2024-11-01 2025-10-31 15747849 c:CurrentFinancialInstruments 2025-10-31 15747849 c:CurrentFinancialInstruments 2024-10-31 15747849 c:ShareCapital 2024-11-01 2025-10-31 15747849 c:ShareCapital 2025-10-31 15747849 c:ShareCapital 2023-11-01 15747849 c:MergerReserve 2024-11-01 2025-10-31 15747849 c:RetainedEarningsAccumulatedLosses 2024-11-01 2025-10-31 15747849 d:OrdinaryShareClass1 2024-11-01 2025-10-31 15747849 d:OrdinaryShareClass1 2025-10-31 15747849 d:FRS102 2024-11-01 2025-10-31 15747849 d:Audited 2024-11-01 2025-10-31 15747849 d:FullAccounts 2024-11-01 2025-10-31 15747849 d:PrivateLimitedCompanyLtd 2024-11-01 2025-10-31 15747849 c:Subsidiary1 2024-11-01 2025-10-31 15747849 c:Subsidiary1 1 2024-11-01 2025-10-31 15747849 c:Subsidiary2 2024-11-01 2025-10-31 15747849 c:Subsidiary2 1 2024-11-01 2025-10-31 15747849 c:Subsidiary3 2024-11-01 2025-10-31 15747849 c:Subsidiary3 1 2024-11-01 2025-10-31 15747849 c:Subsidiary4 2024-11-01 2025-10-31 15747849 c:Subsidiary4 1 2024-11-01 2025-10-31 15747849 c:Subsidiary5 2024-11-01 2025-10-31 15747849 c:Subsidiary5 1 2024-11-01 2025-10-31 15747849 c:Subsidiary6 2024-11-01 2025-10-31 15747849 c:Subsidiary6 1 2024-11-01 2025-10-31 15747849 c:Subsidiary7 2024-11-01 2025-10-31 15747849 c:Subsidiary7 1 2024-11-01 2025-10-31 15747849 c:Subsidiary8 2024-11-01 2025-10-31 15747849 c:Subsidiary8 1 2024-11-01 2025-10-31 15747849 c:Subsidiary9 2024-11-01 2025-10-31 15747849 c:Subsidiary9 1 2024-11-01 2025-10-31 15747849 c:Subsidiary10 2024-11-01 2025-10-31 15747849 c:Subsidiary10 1 2024-11-01 2025-10-31 15747849 c:Subsidiary11 2024-11-01 2025-10-31 15747849 c:Subsidiary11 1 2024-11-01 2025-10-31 15747849 c:Subsidiary12 2024-11-01 2025-10-31 15747849 c:Subsidiary12 1 2024-11-01 2025-10-31 15747849 d:Consolidated 2025-10-31 15747849 d:ConsolidatedGroupCompanyAccounts 2024-11-01 2025-10-31 15747849 4 2024-11-01 2025-10-31 15747849 e:PoundSterling 2024-11-01 2025-10-31 xbrli:shares iso4217:GBP xbrli:pure

Financial Statements Konclude Investments Limited For the 17 month period ended 31 October 2025 Registered number: 15747849
Konclude Investments Limited
Company Information
Directors | P Burnside (appointed 29 May 2024)
| V Corrigan (appointed 29 May 2024, resigned 22 December 2025)
| S Bennett (appointed 22 December 2025)
Company secretary | Rhona Sittlington
Registered number | 15747849
Registered office | Ferry Works
| Summer Road
| Thames Ditton
| Surrey
| United Kingdom
| KT7 0QJ
Independent auditor | Grant Thornton (NI) LLP
| Chartered Accountants & Statutory Auditors
| 12 - 15 Donegall Square West
| Belfast
| BT1 6JH
Bankers | Santander UK plc
| 2 Triton Square
| Regent's Place
| London
| NW1 3AN
| Metro Bank plc
| London
| WC1B 5HA
Konclude Investments Limited
Contents
| Page
Group strategic report | 1 - 4
Director's report | 5 - 6
Independent auditor's report | 7 - 10
Consolidated statement of comprehensive income | 11
Consolidated statement of financial position | 12
Company statement of financial position | 13
Consolidated statement of changes in equity | 14 - 15
Company statement of changes in equity | 16
Consolidated statement of cash flows | 17 - 18
Consolidated analysis of net debt | 19
Notes to the financial statements | 20 - 34
Konclude Investments Limited
Group strategic report For the year ended 31 October 2025
Introduction
The directors present the strategic report of the Group and Company for the year ended 31 October 2025. The Company was incorporated on 29 May 2024 and as such these financial statements cover the Company's first reporting period, from incorporation to 31 October 2025.
Business overview
The Group's cash position was £2.2m at the year-end (2024: £7.9m) and at the year end the Group had no net bank debt. Loss for year was £18.5m (2024: £18.2m). Included within this is a non-recurring loss of £14.4m attributable to the release of inter-company debt during a corporate restructuring exercise. Page 1
Konclude Investments Limited
Group strategic report (continued) For the year ended 31 October 2025
Principal risks and uncertainties
Operational risk The directors have in place delegated authorities for all business units to ensure commitments on behalf of the Group are made at the appropriate level. In the contracting businesses, new opportunities are assessed prior to acceptance of tender to ensure they represent an acceptable risk profile. Projects of large size or technical complexity are referred to the Executive Investment Panel committee for independent adjudication. During the tender process, risks are identified, and strategies adopted to manage them or reduce them to an acceptable level. The directors are committed to maintaining the health, safety and wellbeing of its employees. Providing a healthy and safe working environment for its employees is a key part of this and this commitment is also an essential part of its risk management strategy to reduce the impact of any serious incident on the Group's reputational and financial status. Financial risk The Group's operations expose it to a variety of financial risks that include the effects of credit risk, liquidity risk and interest rate risk. The Group has in place risk management reviews that seek to limit the adverse effects on the financial performance of the Group by monitoring levels of debt finance and the related finance costs. Credit risk The Group has a low exposure to credit risk due to its early involvement in the project cycle and has a historically low level of bad debts. For the Group's contracting businesses new credit customers are assessed as part of the pre-construction and tender process and new customers are approved by the Group Commercial Director or Chief Financial Officer. Page 2
Konclude Investments Limited
Group strategic report (continued) For the year ended 31 October 2025 Liquidity risk The Group is financed with appropriate long-term and short-term finance to match the needs of the business. The Group has finance facilities in place with related parties to fund capital expenditure and operating working capital. The directors will continue to monitor economic developments as they impact the Group's marketplace and take appropriate mitigating action as needed. The Group continues to operate normal supply chain payment practices and is committed to be a responsible contractor in the current environment. Interest rate cash flow risk The Group’s hire purchase and lease financial liabilities bear interest at a fixed rate.
Key performance indicators
The directors consider the key performance indicators are turnover quality, maintenance of operating margins, control of working capital and cash, and reduction in health and safety incident rates. These are monitored at board meetings and for each business unit at monthly management meetings.
Corporate social responsibility
Sustainability The directors' goal is to make a positive contribution to the world we live and work in and to be the best in our sector. Our ambition is to continue to position sustainability at the heart of what we do and in the solutions we provide to our clients, to ensure we run a profitable business with a commitment to helping society prosper. Together with the safety and wellbeing of our people, our core sustainability objectives are to minimise our carbon footprint by reducing waste to landfill, optimising efficient energy and materials resources, and engaging proactively with the people who work for us and the communities that host us. As part of the Group's commitment to achieving sustainable growth the directors work closely with employees and partners, such as customers and suppliers, as well as standard setting bodies, regulators and trade bodies. The Managing Director of the Group’s operating business is responsible for legal and ethical compliance, and the implementation and monitoring of their units' sustainable development performance. This is done with support from a centralised Health, Safety, Quality and Environment function and the Group wide Training & Development function
Opportunities and diversity
The directors aim to provide a workplace where everyone is respected and treated fairly. The goal is also to promote training and development and engage positively with local communities and other stakeholders. Employees are selected based on their 'can do' attitude and ability to do the job irrespective of gender, sexual orientation, marital status, age, ethnic origin, religion or disability. Page 3
Konclude Investments Limited
Group strategic report (continued) For the year ended 31 October 2025
Environment
The directors are committed to minimising the impact our operations have on the environment, and continue to focus on optimising resources, improving air quality by reducing harmful emissions, reducing waste to landfill and championing environmental innovations.
Streamlined energy & carbon reporting
The Group qualifies as a low energy user, having consumed 40,000 kWh of energy or less in the United Kingdom during the year. Accordingly, the Company has taken advantage of the exemption under Schedule 7 Part 7A, paragraph 20D of SI 2008/410 and has not disclosed detailed energy and carbon information. This is considered appropriate as the Group’s activities are limited and it does not generate activity beyond Keltbray Group Limited. This report was approved by the board on 6 August 2026 and signed on its behalf.
S Bennett Director
Page 4
Konclude Investments Limited
Director's report For the year ended 31 October 2025 The Director presents his report and the financial statements for the year ended 31 October 2025.
Director's responsibilities statement
The Director is responsible for preparing the Group strategic report, the Director's report and the consolidated financial statements in accordance with applicable law and regulations. Company law requires the Director to prepare financial statements for each financial year. Under that law the Director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period. In preparing these financial statements, the Director is 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 Director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 Director is responsible for the maintenance and integrity of the corporate and financial information included on the Group's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Director's reports may differ from legislation in other jurisdictions.
Principal activity
The principal activity of the Company during the year was construction and engineering.
Results and dividends
The loss for the year, after taxation, amounted to £18,453,975 (2024 - loss £18,192,536). Dividends of £Nil were authorised and paid during the period.
Directors
The Directors who served during the year were:
P Burnside (appointed 29 May 2024)
V Corrigan (appointed 29 May 2024, resigned 22 December 2025)
Page 5
Konclude Investments Limited
Director's report (continued) For the year ended 31 October 2025
Employee involvement
During the year, the policy of providing employees with information about the Group has been continued through internal media methods in which employees have also been encouraged to present their suggestions and views on the Group's performance. Regular meetings are held between local management and employees to allow a free flow of information and ideas.
Employment of disabled persons
As per the Group's equal opportunity policy, all job applicants, employees and others who work for the Group will not be discriminated against in any of the equality grounds, to include disability. The Group gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by disabled persons. Where an existing employee becomes disabled, it is the Group's policy wherever practicable to provide continuing employment under normal terms and conditions and to provide training and career development and promotion to disabled employees wherever appropriate.
Matters covered in the Group strategic report
Please refer to the strategic report regarding financial overview, business review, key performance indicators, principal risks and uncertainties and corporate social responsibilities.
Disclosure of information to auditor
The Director at the time when this Director's report is approved has confirmed that: ∙so far as is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and ∙ has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.
Post balance sheet events
There have been no significant events affecting the Group since the year end.
Auditor
The auditor, Grant Thornton (NI) LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board on 6 August 2026 and signed on its behalf.
S Bennett Director
Page 6
Independent auditor's report to the members of Konclude Investments Limited
Opinion
We have audited the financial statements of Konclude Investments Limited (the 'parent Company') and its subsidiaries (the 'Group'), which comprise the Consolidated Statement of comprehensive income, the Consolidated and Company Statements of financial position, the Consolidated Statement of cash flows, the Consolidated and Company Statement of changes in equity for the financial year ended 31 October 2025, and the related notes to the financial statements, 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 our opinion, Konclude Investments Limited's financial statements: ∙give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice of the assets, liabilities and financial position of the Group's and the Company as at 31 October 2025 and of the Group financial performance and cash flows for the financial year then ended; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) ('ISAs (UK)') and applicable law. Our responsibilities under those standards are further described in the 'Responsibilities of the auditor for the audit of the financial statements' section of our report. We are independent of the Group and Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, namely the FRC's Ethical Standard and the ethical pronouncements established by Chartered Accountants Ireland, applied as determined to be appropriate in the circumstances of the entity. We have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Director's 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 the date when the financial statements are authorised for issue. Our responsibilities, and the responsibilities of the Director, with respect to going concern are described in the relevant sections of this report. Page 7
Independent auditor's report to the members of Konclude Investments Limited (continued)
Other matter
The Company was incorporated on 29 May 2024. This is the first period in which Grant Thornton (NI) LLP were appointed as external auditors for these financial statements for the 17 month period ended 31 October 2025.
Other information
Other information comprises the information included in the Annual Report, other than the financial statements and our Auditor's report thereon, including the Director's report and the Strategic Report. The Director are responsible for the other information. Our opinion on the financial statements does not cover the information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, 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 audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies in the financial statements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Opinions on other matters prescribed by the Companies Act 2006 In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Director's report and the Strategic Report for the financial year for which the financial statements are prepared is consistent with the financial statements, and ∙the Director's report and the Strategic Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment we have obtained in the course of the audit, we have not identified material misstatements in the Director's report and the Strategic Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or ∙the parent Company financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of Director's remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit. Page 8
Independent auditor's report to the members of Konclude Investments Limited (continued)
Responsibilities of management and those charged with governance for the financial statements
Management is responsible for the preparation of the financial statements which give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice, including FRS102 and for such internal control as the Director determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is responsible for assessing the Group and Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intend to liquidate the Group and Company or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Group and Company's financial reporting process.
Responsibilities of the auditor for the audit of the financial statements
The objectives of an auditor are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's report that includes their opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. A further description of an auditor's 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 auditor's report. Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatement in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with ISAs (UK). The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below: Based on our understanding of the Group and Company and industry, we identified that the principal risks of noncompliance with laws and regulations to compliance with Data Privacy laws, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as Companies Act 2006 and compliance with UK tax legislation. The Audit engagement partner considered the experience and expertise of the engagement team to ensure that the team had appropriate competence and capabilities to identify or recognise noncompliance with the laws and regulation. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journals entries to manipulate financial performance and management bias through judgements and assumptions in significant accounting estimates, in particular in relation to significant one-off unusual transactions. Page 9
Independent auditor's report to the members of Konclude Investments Limited (continued) We apply professional scepticism throughout the audit to consider potential deliberate omission or concealment of significant transactions, or incomplete/ inaccurate disclosures in the financial statements. In response to these principal risks, our audit procedures included but were not limited to: ∙inquiries of management on the polices and procedures in place regarding compliance with laws and regulations, including consideration of known or suspected instances of non-compliance and whether they have knowledge of any actual, suspected or alleged fraud; ∙inspection of the Group’s regulatory and legal correspondence and review of minutes of Board meetings during the year to corroborate inquiries made; ∙gaining an understanding of the internal controls established to mitigate risk related to fraud; ∙discussion amongst the engagement team in relation to the identified laws and regulations and regarding the manipulation of financial statements throughout the audit; ∙identifying and testing journal entries to address the risk of inappropriate journals and management override of controls; ∙designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing; ∙challenging assumptions and judgements made by management in their significant accounting estimates, including estimating an allowance for the recoverability of debtors, useful economic lives of tangible assets, carrying value of investments and long term contract revenue; and ∙review the financial statement disclosures to underlying supporting documentation and inquiries of management. The primary responsibility for the prevention and detection of irregularities including fraud rests with those charged with governance and management. As with any audit, there remains a risk of non-detection or irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or override of internal controls.
The purpose of our audit work and to whom we owe our responsibilities
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 auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed. Louise Kelly FCA (Senior statutory auditor) for and on behalf of Grant Thornton (NI) LLP Chartered Accountants Statutory Auditors Belfast Date: 6 August 2026 Page 10
Konclude Investments Limited
Consolidated statement of comprehensive income For the year ended 31 October 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 55,225,163 | 114,719,411
Cost of sales |  | (54,060,771) | (111,971,523)
Gross profit |  | 1,164,392 | 2,747,888
Administrative expenses |  | (936,914) | (5,454,847)
Exceptional administrative expenses |  | (3,971,464) | (12,752,657)
Other operating income | 5 | 912,891 | -
Fair value movements |  | 17,530 | (161,805)
Operating loss |  | (2,813,565) | (15,621,421)
Income from fixed assets investments |  | - | 1,500,000
Amounts written off investments |  | (14,409,657) | -
Interest receivable and similar income | 10 | 14,091 | 108,927
Interest payable and similar expenses |  | (1,115,806) | (3,941,717)
Loss before taxation |  | (18,324,937) | (17,954,211)
Tax on loss | 12 | (129,038) | (238,325)
Loss for the financial year |  | (18,453,975) | (18,192,536)
(Loss) for the year attributable to: |  |  |
Owners of the parent Company |  | (18,453,975) | (18,192,536)
|  | (18,453,975) | (18,192,536)
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 20 to 34 form part of these financial statements.
Page 11
Konclude Investments Limited Registered number:15747849
Consolidated statement of financial position As at 31 October 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 15 |  | - |  | 41,120
Investments | 16 |  | 361,778 |  | 381,748
|  |  | 361,778 |  | 422,868
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 17 | 10,696,839 |  | 116,459,138 |
Cash at bank and in hand | 18 | 2,176,306 |  | 7,918,313 |
|  | 12,873,145 |  | 124,377,451 |
Current liabilities |  |  |  |  |
Creditors: amounts falling due within one year | 19 | (28,202,845) |  | (116,403,972) |
Net current liabilities |  |  | (15,329,700) |  | 7,973,479
Total assets less current liabilities |  |  | (14,967,922) |  | 8,396,347
Creditors: amounts falling due after more than one year | 20 |  | (8,089,706) |  | (13,000,000)
Provisions for liabilities |  |  |  |  |
Net liabilities |  |  | (23,057,628) |  | (4,603,653)
Capital and reserves |  |  |  |  |
Called up share capital | 21 |  | 800 |  | 800
Merger reserve | 22 |  | 17,813,253 |  | 17,813,253
Profit and loss account | 22 |  | (40,871,681) |  | (22,417,706)
Shareholders' deficit |  |  | (23,057,628) |  | (4,603,653)
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 6 August 2026.
S Bennett
Director
The notes on pages 20 to 34 form part of these financial statements. Page 12
Konclude Investments Limited Registered number:15747849
Company statement of financial position As at 31 October 2025
|  | 2025
Note |  | £
Fixed assets |  |  |
Investments | 16 |  | 80
|  |  | 80
Current assets |  |  |
Debtors: amounts falling due within one year | 17 | 800 |
|  | 800 |
Current liabilities |  |  |
Creditors: amounts falling due within one year | 19 | (80) |
Net current assets |  |  | 720
Total assets less current liabilities |  |  | 800
Net assets |  |  | 800
Capital and reserves |  |  |
Called up share capital | 21 |  | 800
Shareholders' funds |  |  | 800
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 6 August 2026.
S Bennett
Director
The notes on pages 20 to 34 form part of these financial statements. Page 13
Konclude Investments Limited
Consolidated statement of changes in equity For the year ended 31 October 2025
| Called up share capital | Merger reserve | Profit and loss account | Equity attributable to owners of parent Company | Total equity
| £ | £ | £ | £ | £
At 31 October 2024 | 800 | 17,813,253 | (22,417,706) | (4,603,653) | (4,603,653)
Loss for the year | - | - | (18,453,975) | (18,453,975) | (18,453,975)
At 31 October 2025 | 800 | 17,813,253 | (40,871,681) | (23,057,628) | (23,057,628)
| The notes on pages 20 to 34 form part of these financial statements.
Page 14
Konclude Investments Limited
Consolidated statement of changes in equity For the year ended 31 October 2024
| Called up share capital | Merger reserve | Profit and loss account | Equity attributable to owners of parent Company | Total equity
| £ | £ | £ | £ | £
At 1 November 2023 | 800 | 17,813,253 | (4,225,170) | 13,588,883 | 13,588,883
Loss for the year | - | - | (18,192,536) | (18,192,536) | (18,192,536)
At 31 October 2024 | 800 | 17,813,253 | (22,417,706) | (4,603,653) | (4,603,653)
| The notes on pages 20 to 34 form part of these financial statements.
Page 15
Konclude Investments Limited
Company statement of changes in equity For the year ended 31 October 2025
| Called up share capital | Total equity
| £ | £
At 29 May 2024 | - | -
Shares issued during the year | 800 | 800
At 31 October 2025 | 800 | 800
| The notes on pages 20 to 34 form part of these financial statements.
Page 16
Konclude Investments Limited
Consolidated statement of cash flows For the year ended 31 October 2025
|  |  | 2025 | 2024
|  |  | £ | £
Cash flows from operating activities |  |
Loss for the financial year | (18,453,975) | (18,192,536)
Adjustments for: |  |
Depreciation of tangible assets | - | 6,156
Interest paid | 1,115,806 | 3,832,790
Interest received | (14,091) | -
Taxation charge | 129,038 | 238,325
Decrease/(increase) in debtors | 1,278,066 | (761,847)
(Decrease) in creditors | (6,671,216) | (17,978,852)
Increase/(decrease) in provisions | - | (6,250,000)
Corporation tax (paid) | (371,296) | (1,123,929)
Gain on financial assets at fair value | 19,970 | 208,348
Gain on release of related party debt | 14,409,657 | -
Changes in accruals and deferred income | - | 6,195,223
Net cash generated from operating activities | (8,558,041) | (33,826,322)
Cash flows from investing activities |  |
Sale of tangible fixed assets | 41,120 | -
Interest received | 14,091 | -
Net cash from investing activities | 55,211 | -
Cash flows from financing activities |  |
Repayment of loans | - | (22,000,000)
New loans from other participating interests | 7,546,123 | 34,208,635
Interest paid | (1,115,806) | (3,832,790)
Repayments from directors | 3,147,599 | -
Net cash used in financing activities | 9,577,916 | 8,375,845
Net increase/(decrease) in cash and cash equivalents | 1,075,086 | (25,450,477)
Page 17
Konclude Investments Limited
Consolidated statement of cash flows (continued) For the year ended 31 October 2025
|  | 2025 | 2024
|  | £ | £
Cash and cash equivalents at beginning of year | 1,101,220 | 26,551,697
Cash and cash equivalents at the end of year | 2,176,306 | 1,101,220
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 2,176,306 | 7,918,313
Bank overdrafts | - | (6,817,093)
| 2,176,306 | 1,101,220
The notes on pages 20 to 34 form part of these financial statements.
Page 18
Konclude Investments Limited
Consolidated Analysis of Net Debt For the year ended 31 October 2025
|  | At 1 November 2024 | Cash flows | At 31 October 2025
|  | £ | £ | £
Cash at bank and in hand | 7,918,313 | (5,742,007) | 2,176,306
Bank overdrafts | (6,817,093) | 6,817,093 | -
| 1,101,220 | 1,075,086 | 2,176,306
The notes on pages 20 to 34 form part of these financial statements.
Page 19
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
1. | General information
The Company is a private Company limited by shares, registered and incorporated in England and Wales. The address of the registered office is Ferry Works, Summer Road, Thames Ditton, Surrey, England, KT7 0QJ. The Company was incorporated on 29 May 2024. This is the first period in which statutory financial statements have been prepared for the Company. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3). The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102: ∙Disclosures in respect of financial instruments have not been presented ∙No cash flow statement or net debt reconciliation has been presented for the Company ∙No disclosure has been given for the aggregate remuneration of key management personnel The financial statements are presented in Sterling (£). The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The Group has applied merger accounting to account for the group reconstruction completed during the year. The transaction is permitted for group reconstructions under FRS 102, as the combination involved entities under common control and did not constitute an acquisition in substance. The results of acquired operations are included in the Consolidated statement of comprehensive. They are deconsolidated from the date control ceases. Page 20
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025 2.Accounting policies (continued)
| 2.3 | Going concern
As at the reporting date, the Group reported a net shareholders’ deficit of £23,058k (2024: £4,604k), with current liabilities exceeding current assets by £15,330k (2024: net current assets of £7,973k). Included within current liabilities is £21,965k (2024: £101,346k) due to related companies. In addition, the Group has a material external liability of £14,144k relating to a Competition and Markets Authority (“CMA”) matter. The Directors have assessed the Group’s ability to continue as a going concern for a period of at least twelve months from the date of approval of these financial statements. In performing this assessment, the Directors considered the nature and timing of the Group’s liabilities and the level of financial support available from Keltbray BE Holdings Ltd. The balances due to related parties are not expected to be called for repayment until the Group has adequate funding available to settle them. In respect of the external CMA-related liability, the Directors note that this is expected to be funded by Keltbray (BE) Holdings Ltd. The Directors of Keltbray (BE) Holdings Ltd have provided a formal letter of support in favour of Konclude Investments Limited, noting that the ultimate controlling parties of both groups are the same. The letter confirms that Keltbray (BE) Holdings Ltd will provide sufficient financial support to enable the Group to meet its liabilities as they fall due for a period of at least twelve months from the date of approval of these financial statements. Accordingly, having regard to the financial support available from an entity under common control, the Directors consider that the Group has adequate resources to continue in operational existence for the foreseeable future and that it is therefore appropriate to prepare the financial statements on a going concern basis.
| 2.4 | Revenue
Turnover represents net invoiced sales of services, excluding value added tax. The majority of turnover is on long-term contracts. These contracts are assessed on a contract by contract basis and are reflected in the profit and loss account by recording turnover and related costs by reference to the stage of completion at the reporting date. Where the outcome of each long-term contract can be assessed with reasonable certainty before its conclusion, the attributable profit is recognised in the profit and loss accounts as the difference between the reported turnover and related costs for that contract. Provision is made for all known or expected losses. For the plant business, turnover represents invoiced sales net of value added tax in respect of hire of plant and haulage services. For the occupational health business, turnover represents services provided for medical assessments. For the waste remediation and recycling businesses, turnover is recognised on receipt of waste and for sites that involve restoration and landscaping, turnover is recognised on importation of soils. Revenue from the rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period provided that the outcome can be reliably estimated. When the outcome cannot be reliably estimated, revenue is recognised only to the extent that it is probable the expenses recognised will be recovered. Page 21
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025 2.Accounting policies (continued)
| 2.5 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.6 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.7 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
| 2.8 | Taxation
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.
| 2.9 | Exceptional items
Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.
| 2.10 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Freehold property | - | 50 years
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss. Page 22
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025 2.Accounting policies (continued)
| 2.11 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Consolidated statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment. Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.
| 2.12 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.13 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
| 2.14 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.15 | Financial instruments
The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares. Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right shortterm loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan. Page 23
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025 2.Accounting policies (continued)
| 2.15 | Financial instruments (continued)
Investments in non-derivative instruments that are equity to the issuer are measured: ∙at fair value with changes recognised in the Consolidated statement of comprehensive income if the shares are publicly traded or their fair value can otherwise be measured reliably; ∙at cost less impairment for all other investments. Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income. For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date. Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Page 24
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
Estimates and judgements are required when applying accounting policies. These are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The Company makes estimates and assumptions concerning the future, which can involve a high degree of judgement or complexity. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below: a) Allowances for impairment of debtors The Company estimates the allowance for doubtful receivables based on assessment of specific accounts where the Company has objective evidence comprising default in payment terms or significant financial difficulty that certain companies are unable to meet their financial obligations. In these cases, judgement used was based on the best available facts and circumstances including but not limited to, the length of relationship. b) Carrying value of investments Investment in subsidiary undertakings is measured at cost less accumulated impairment. Where there is an indication of impairment the recoverable amount is estimated and compared with the carrying amount. The estimate of recoverable amount is considered in light of the trading and balance sheet strength of the subsidiary together with the director's best estimate of future performance of the subsidiary. c) Long term contract revenue Recognised amounts of long term revenues and related receivables reflect management’s best estimate of each contract’s outcome and stage of completion. This includes the assessment of the profitability of ongoing contracts and the order backlog. For more complex contracts in particular, costs to complete and contract profitability are subject to significant estimation uncertainty.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Construction contracts | 55,225,163 | 114,719,411
|  | 55,225,163 | 114,719,411
| All turnover arose within the United Kingdom.
5. | Other operating income
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other operating income | 912,891 | -
|  | 912,891 | -
Page 25
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
6. | Operating loss
| The audit fee is borne by a subsidiary of Keltbray Group Limited, an entity under common directorship.
7. | Employees
| The average monthly number of employees, including the Director, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Direct labour | 34 | 34
|  | Administrative staff | 44 | 51
|  |  | 78 | 85
| The costs of these employees is incurred by a subsidiary of Keltbray Group Limited in the current and prior year.
8. | Director's remuneration
| The directors received remuneration in the current and prior year which was paid by a subsidiary of Keltbray Group Limited.
9. | Income from investments
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Dividends received from unlisted investments | - | (1,500,000)
|  | - | (1,500,000)
10. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Interest receivable from group companies | 14,091 | 108,927
|  | 14,091 | 108,927
Page 26
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
11. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other loan interest payable | 1,115,806 | 3,941,717
|  | 1,115,806 | 3,941,717
12. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Corporation tax |  |
| Current tax on profits for the year | 129,038 | 238,325
|  | 129,038 | 238,325
| Total current tax | 129,038 | 238,325
| Deferred tax |  |
| Total deferred tax | - | -
| Tax on loss | 129,038 | 238,325
Page 27
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025 12.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Loss on ordinary activities before tax | (18,324,937) | (17,954,211)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (4,581,234) | (4,488,553)
| Effects of: |  |
| Expenses not deductible for tax purposes | (155,777) | 3,437,774
| Adjustments to tax charge in respect of prior periods | 115,708 | 238,325
| Increase or decrease in pension fund prepayment leading to an increase (decrease) in tax | (108,089) | -
| Other timing differences leading to an increase (decrease) in taxation | - | 577,633
| Other timing differences | 13,311 | -
| Movement in deferred tax not recognised | 4,845,119 | 473,146
| Total tax charge for the year | 129,038 | 238,325
| Factors that may affect future tax charges
There were no factors that may affect future tax charges.
13. | Exceptional items
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Related party balances forgiven | 3,971,464 | -
| CMA penalty | - | 12,752,657
|  | 3,971,464 | 12,752,657
14. | Parent company profit for the year
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The profit after tax of the parent Company for the year was £NIL (2024 - £NIL). Page 28
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
15. | Tangible fixed assets
| Group
|  | Freehold property
|  | £
| Cost or valuation |
| At 1 November 2024 | 55,670
| Disposals | (41,120)
| At 31 October 2025 | 14,550
| Depreciation |
| At 1 November 2024 | 14,550
| At 31 October 2025 | 14,550
| Net book value |
| At 31 October 2025 | -
| At 31 October 2024 | 41,120
Page 29
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
16. | Fixed asset investments
| Group
|  | Listed investments
|  | £
| Cost or valuation |
| At 1 November 2024 | 1,895,124
| At 31 October 2025 | 1,895,124
| Impairment |
| At 1 November 2024 | 1,513,376
| Charge for the period | 19,970
| At 31 October 2025 | 1,533,346
| Net book value |
| At 31 October 2025 | 361,778
| At 31 October 2024 | 381,748
| Company
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| Additions | 80
| At 31 October 2025 | 80
| Net book value |
| At 31 October 2025 | 80
| At 31 October 2024 | -
Page 30
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| Keltbray Limited * | England and Wales | Ordinary | 100%
| Konclude Demolition Limited * | England and Wales | Ordinary | 100%
| Konclude Property and Investment Limited * | England and Wales | Ordinary | 100%
| Konclude AWS Limited * | England and Wales | Ordinary | 50%
| Konclude Structures Limited * | England and Wales | Ordinary | 100%
| Konclude Group (Holdings) Limited * | England and Wales | Ordinary | 100%
| Konclude Building Services Limited * | England and Wales | Ordinary | 100%
| Konclude Environmental Materials Management Limited * | England and Wales | Ordinary | 100%
| Konclude Environmental LTD * | England and Wales | Ordinary | 100%
| Keltbray International PTY Limited * | Australia | Ordinary | 100%
| Konclude Holdings Limited * | England and Wales | Ordinary | 100%
| Konclude Capital Limited | England and Wales | Ordinary | 100%
| * held indirectly
Page 31
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
17. | Debtors
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Trade debtors | - | 1,438,295 | - | -
| Amounts owed by related parties | 4,251,754 | 105,588,388 | - | -
| Other debtors | 5,034,342 | 9,395,443 | 800 | -
| Prepayments and accrued income | 8 | 37,012 | - | -
| Amounts recoverable on long-term contracts | 1,410,735 | - | - | -
|  | 10,696,839 | 116,459,138 | 800 | -
| Amounts owed by related parties are unsecured, interest free, and repayable on demand. Included within other debtors is corporation tax repayable of £35,056 (2024: Nil).
18. | Cash and cash equivalents
|  | Group | Group
|  | 2025 | 2024
|  | £ | £
| Cash at bank and in hand | 2,176,306 | 7,918,313
| Less: bank overdrafts | - | (6,817,093)
|  | 2,176,306 | 1,101,220
19. | Creditors: Amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Bank overdrafts | - | 6,817,093 | - | -
| Trade creditors | 43,371 | 652,962 | - | -
| Amounts owed to related parties | 21,964,805 | 101,345,659 | - | -
| Corporation tax | - | 242,258 | - | -
| Other creditors | 6,180,074 | 6,929,057 | 80 | -
| Accruals and deferred income | 14,595 | 416,943 | - | -
|  | 28,202,845 | 116,403,972 | 80 | -
| Amounts owed to group undertakings and related parties are unsecured, interest free, and repayable on demand.
Page 32
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
20. | Creditors: Amounts falling due after more than one year
|  | Group | Group
|  | 2025 | 2024
|  | £ | £
| Other creditors | 8,089,706 | 13,000,000
|  | 8,089,706 | 13,000,000
| The Group has been the subject of a civil penalty issued by the CMA in respect of an investigation into historical allegations of cover pricing in the demolition industry. The directors recorded a creditor for £18 million in respect of the regulatory penalty plus associated legal fees. The directors have assessed the impact of this matter in making their going concern assessment and they have incorporated the timing of the three year deferred payment arrangement, as agreed with the CMA and set out in an Order of the Court, into the cash flow forecasts.
21. | Share capital
|  |  |  |  | 2025
|  |  |  |  | £
|  | Allotted, called up and fully paid |
|  | 800 Ordinary shares of £1.00 each | 800
| On incorporation the Company issued 1 Ordinary share of nominal value £0.00001. On 14 June 2024, the Company issued 99,999 Ordinary shares of nominal value £0.00001 each. On 14 June 2024, the Company consolidated all 100,000 issued Ordinary shares into 1 Ordinary share at par value. On 21 June 2024, the Company issued 799 Ordinary shares at par value for consideration of £799.
22. | Reserves
Merger Reserve This reserve arose as a result of the group reconstruction which was completed during the year. Profit and loss account This reserve records retained earnings and accumulated losses. Page 33
Konclude Investments Limited
Notes to the financial statements For the year ended 31 October 2025
23. | Related party transactions
| The Company has availed of the exemptions in FRS102 Section 33, Paragraph 33.1A which allows non disclosure of transactions between two or more members of a group, provided that any subsidiary which is party to the transaction is wholly owned by such a member. At the year end, the Company had the following balances/transactions with related parties:
|  | 2025 | 2024
|  | £ | £
| Purchases from related parties | 10,415,985 | -
| Recharges to related parties | - | 731,035
| Owed by a director | 3,270,599 | 3,147,599
| Advanced funds to related parties | 1,019,856 | -
| Received funds from related parties | 625,951 | -
| Owed to related parties | 21,346,638 | 19,444,129
| Owed by related parties | 4,251,753 | 10,530,101
| The related parties involved in the aforementioned transactions are related by virtue of ultimate common shareholders and directors.
24. | Post balance sheet events
There have been no significant events affecting the Group since the year end.
25. | Controlling party
The Company's ultimate controlling party is B Kerr as the majority shareholder. The largest and smallest group in which the group is consolidated is Konclude Investments Limited. The registered office is Ferry Works, Summer Road, Thames Ditton, Surrey, KT7 OQJ.
Page 34