Company registration number 10257653 (England and Wales)
ADB CONSTRUCTION LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2025
ADB CONSTRUCTION LIMITED
COMPANY INFORMATION
Directors
Mr P Helliar
Mr S Hirst
Company number
10257653
Registered office
Unit 4D
Nup End Business Centre
Old Knebworth
Hertfordshire
SG3 6QJ
Auditors
Charterhouse (Audit) Limited
166 College Road
Harrow
Middlesex
HA1 1RA
Business address
Unit 4D
Nup End Business Centre
Old Knebworth
Hertfordshire
SG3 6QJ
ADB CONSTRUCTION LIMITED
CONTENTS
Page
Strategic report
1 - 6
Directors' report
7 - 9
Independent auditor's report
10 - 12
Profit and loss account
13
Group statement of comprehensive income
14
Group balance sheet
15
Company balance sheet
16
Group statement of changes in equity
17
Company statement of changes in equity
18
Group statement of cash flows
19
Notes to the financial statements
20 - 39
ADB CONSTRUCTION LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 1 -

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

Review of the business

The directors are satisfied with the results for the year under review that were in line with expectations.

The principal activity of the group was that of providing civil engineering and groundwork contracting services.

The trading group continues to produce an acceptable level of profits from its core activity of groundworks and civil engineering.

The construction sector is expected to remain very competitive in 2026. The group continues to serve its long established clients and is forging new relationships in response to evolving market conditions.

Performance

Turnover for the group for the year ended 30 November 2025 was £47,880,637 (2024: £41,929,357), representing a 14% increase from the previous year which, in a challenging market and general economic conditions, is considered acceptable. Please refer to key performance indicators for more details. The sustained result was achieved despite challenging market conditions and increased competition.

Strategic developments

The group has made significant progress in strengthening its market position through:

- Acquisition of better-aligned clients that support long-term strategic goals.

- Investment in a more capable and efficient workforce.

- A strong focus on safer working practices, enhancing compliance and employee wellbeing.

- Delivery of a superior product, improving client satisfaction and reinforcing the group’s reputation.

Principal risks and uncertainties

The management of the business and the execution of the group's strategy are exposed to a number of risks. These risks are continually reviewed by the management and appropriate processes are put in place to monitor and mitigate them. The key risks affecting the business are set out below.

Employees

The group's employees are its most important resource. Retaining a skilled and motivated workforce is essential

to the long-term success of the business. To support this, the group continues to invest significantly in its human

resources both through regular wage and salary reviews for existing staff, and by strengthening its management

teams, supervisory personnel and wider workforce.

Details of the number of employees and related costs can be found in note 6 to the financial statements.

Certain areas of the group's performance depend on some key individuals. To mitigate the potential impact of

their departure, an incentive scheme linked to the group's results exists to retain those key personnel. This is

reviewed on a regular basis.

Taxation risk

The group is exposed to financial risks from increases in tax rates and changes to the basis of taxation including

VAT and corporation tax. Principal controls to mitigate this risk include regular monitoring of legislative proposals,

the engagement of experienced executives and the use of experienced sector specific professional advisers to

mitigate the impact of changes. As part of its approach, the group absorbed the recent increase in employer

national insurance contributions, reflecting its commitment to supporting employees while maintaining financial

stability.

ADB CONSTRUCTION LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 2 -
Principal risks and uncertainties continued

Competition

The group operates in a highly competitive market particularly around price, quality and delivery. This may result

in downward pressure on margins. In order to mitigate this the group works closely with its clients in order to

deliver services within budget and on time.

Financing risk

The group is principally funded from retained profits and is reliant on converting these profits into cash. Financial monitoring, forecasting and planning are continuous processes and emphasis is placed on balancing maintenance or growth of profit margin against investment in resources to maintain delivery of a high quality of service to customers.

Financial instruments

The group's principal financial instruments comprise bank balances, trade creditors, trade debtors and loans from and to related companies. The main purpose of these instruments is to raise funds for the group's operations and to finance the group's operations. The group's approach to managing other risks applicable to the financial instruments concerned is as follows:

Liquidity risk

The group manages the liquidity risk by ensuring there are sufficient funds to meet the operating needs of the business.

In respect of bank balances the liquidity risk is managed by maintaining a positive balance between continuity of funding and flexibility through an agreed payment policy.

Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding and a provision is made for doubtful debts where necessary.

Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet amounts due within agreed credit terms.

In respect of loans due to related companies, these are interest-free and payable on demand. This allows the group to maintain sufficient funds to meet its payments to creditors.

Interest rate risk

In respect of loans from companies under common control, these are interest free and repayable on demand.

Credit risk

Financial instruments which potentially subject the group to concentrations of credit risk consist only of cash and trade debtors.

ADB CONSTRUCTION LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 3 -
Key performance indicators

The key financial performance indicators used to determine the progress and performance of the company are set out below:

|  | 20 2 5 | 20 2 4
Turnover |  | £4 7,880,63 7 | £4 1,929,357
Gross profit |  | £7,879,56 0 | £7,064,26 3
Gross margin |  | 1 6.46% | 1 6.85%
Operating loss |  | (£3,67 0,9 16) | (£1,418,024)
Earnings before interest, tax, depreciation, amortisation and defined benefit pension (EBITDAP) | £880,307 | £2,981,143
EBITDAP percentage of s ales |  | 1.84% | 7.11%

Gross p rofit m argin

The group's gross profit margin fell from 16.85% in 2024 to 16.46% in 2025 as a result of increased labour, plant and material costs.

Operating l oss and EBITDAP p ercentage of s ales

The directors' view variances of operating profit/(loss) as a key performance indicator for the business and this is reviewed regularly. Operating profit as a percentage of turnover de creased from -3.38% in 2024 to -7.67% in 2025.

The EBITDAP percentage of sales is a more relevant measure of the performance of the business which shows that the EBITDAP as a percentage of sales has de creased from 7.11% in 202 4 to 1.84% in 202 5, demonstrating continued profitability in a challenging market. An adjustment in the form of LLP profit share relating to a previous internal restructure has resulted in a significant difference in EBITDAP between the 2024 and 2025 year end accounts. A non-cash item in the form of amortisation relating to a previous internal restructure has resulted in a significant difference between the operating loss and the EBITDAP in the 202 4 and 202 5 year end accounts.

A nother non-cash item in the form of a contractual commitment to pay various senior executives of the group a pension upon their retirement, also represents a significant difference between the operating loss and EBITDAP. The pension does not become payable until such executives retire from the business. This commitment represents long-term liabilities but are recognised now for the purposes of calculating profit and loss.

The directors remain committed to improving financial performance by refining management processes, expanding market share, and maintaining rigorous control over both direct and indirect costs.

Future developments

The group is focused on securing profitable work and continuing to increase its market share by expanding its customer base and is working towards securing more work in the future.

The current order position remains positive and therefore gives the directors the basis to look to the future with confidence.

ADB CONSTRUCTION LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 4 -

Safety, health and environmental policies

The group continues to strive to improve its safety, health and environmental standards and performance. These are monitored regularly throughout the period and reviewed in response to performance and changes in legislation by its in-house safety department.

Health and s afety

The group recognises the significance of health and safety in the workplace to ensure its work force is free from risk, through investment in training and education in the occupational health and safety field. The Board of directors believe that health and safety should serve as equal importance to all aspects of its business.

The group has invested heavily over the years in order to remain at the forefront of health and safety performance. With its fully staffed health, safety & environmental department, the group is able to facilitate site teams with additional support. The group head office houses its own training software which is used to deliver a full range of courses through e-learning developed by the organisation and endorsed by institutions such as IOSH and ROSPA. The group also has the added benefit of an external training partner with an NVQ assessment team who are always on hand to offer advice, and assess the workforce against National Standards.

With over 40 categories of training, and its own bespoke modular training packages, the statistics speak for themselves. Globally within the organisation, the group has seen a year on year improvement, with some divisions recording accident frequency rates of zero.

The above, is complemented by a programme of health surveillance for the benefit of staff, and an Auditing programme which is carried out by the group's NEBOSH trained Health and Safety Advisors.

Environmental

As an organisation the group is committed to the wellbeing of the planet and the reduction in harmful processes or materials that have a negative impact upon us.

With its BS EN ISO 14001 Accreditation which is audited by the British Standards Institute, the group strive s to enhance our standards at every opportunity and exceed the requirements placed upon it.

Accreditations

The group has been independently assessed and awarded ISO 9001: 2015 (Quality Management), ISO 45001: 2018 (Occupational Health and Safety) and ISO 14001: 2015 (Environmental Management) certifications by a UKAS-accredited third-party auditor. Detailed quality, e nvironmental and health and safety management systems have been developed which, in the opinion of the directors, will continue to improve its internal and external processes. The group has also achieved the following accreditations and awards:

- CHAS accredited

- SMAS Worksafe accredited

- CQMS Safety Scheme - SSIP Certificated

- ConstructionLine Gold accredited

- Concrete Society membership

- Temporary Works Forum membership

ADB CONSTRUCTION LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 5 -

S.172 statement

The information provided below is intended to explain how the directors considered the group's key stakeholders and the broader matters set out in s.172 of the Companies Act 2006 when performing their duties to promote the success of the group.

Group culture

The group culture focuses on the importance of strong financial and operational risk management controls

and ensuring it complies with all applicable laws, regulations and ethical principles, locally and nationally.

The directors regularly assess and monitor the fulfilment of this culture at the operational level by analysing reports at various business levels ensuring improvements can be made where necessary.

By protecting the reputation and economic viability of the group, the directors believe that enhancing this culture is in the long-term benefit of the group and interests of its stakeholders.

Long Term Strategy

The group's long term strategy is to grow revenues and increase profits through the delivery of high-quality projects and exceptional client service. This approach prioritises building strong, lasting relationships with clients, suppliers and staff, rather than pursuing growth purely for the sake of increasing turnover.

Success is underpinned by careful management of financial, operational, regulatory, and legal risks, alongside a commitment to improving efficiency across all areas of the business.

To achieve these objectives, the directors believe it is essential to regularly review both medium and long term strategies, ensuring they remain aligned with the group’s values and evolving market conditions. By focusing on quality over volume, the group aims to differentiate itself within the industry and foster sustainable, resilient growth.

Stakeholder relationships

The group's stakeholders are contractors, suppliers, staff and shareholders, the relationships with and interest of are upper most in the directors' minds when making decisions to promote the group.

- Clients:

The group works in both the residential and the commercial groundworks arenas. A majority of its clients are repeat business clients. Any new clients are thoroughly checked prior to engaging with them.

- Suppliers:

The group works very hard to maintain good lines of credit with all suppliers. Purchase l edger is paid on time, if not in advance of the agreed terms. This results in the group obtaining preferential terms and supply.

Material shortage is a recent industry issue, which is affecting all within it. Consequently planning of works is even more critical and we are constantly reviewing alternatives.

- Staff:

The group benefits from a committed and experienced workforce, with many staff being long-serving and loyal to the business. Senior management maintain strong industry contacts, enabling the group to source additional personnel as required.

Staff are kept informed of developments within the business through regular inter-departmental meetings. Key updates and decisions are cascaded throughout the organisation to ensure alignment and transparency.

The group operates a policy of internal promotion wherever possible and currently sees no reason for this approach to change.

ADB CONSTRUCTION LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 6 -

Community and Environment

The group is committed to promoting positive community relations and maintaining strong environmental credentials through responsible practices and meaningful engagement.

All materials are sustainably sourced and many of the group's vehicles are hybrid, reflecting a broader commitment to reducing environmental impact.

In addition to its own initiatives, the group contributes to social value by collaborating with clients on projects that benefit local communities. This includes supporting schools, hospitals, and charities, where its expertise and resources help enhance public infrastructure and community wellbeing.

On behalf of the board

Mr P Helliar
Director
12 August 2026
ADB CONSTRUCTION LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 7 -

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

Principal activities

The principal activity of the parent company is that of a holding company.

The principal activity of the subsidiary is that of provision of civil engineering and groundwork contracting services.

Results and dividends

The results for the year are set out on page 13.

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

No preference dividends were paid.

Directors

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

Mr P Helliar
Mr S Hirst
ADB CONSTRUCTION LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 8 -
Energy and carbon report

Greenhouse Gas Emissions Data

In line with the Greenhouse Gas Protocol (GHG) Corporate Accounting and Reporting Standard, the group continues to be engaged in a process aimed at reducing energy and greenhouse gas emissions.

The group maintains scopes 1, 2 and 3 emissions, which include electricity, natural gas, kerosene and diesel. The group also maintain transport emissions inclusive of group owned/operated vehicles and employee owned/operated vehicles (whereby mileage is claimed against the group).

The group has a longstanding commitment to tackling climate change. Calculated carbon footprint for the current financial year is 2,876.7 4 tCO2e, whilst energy consumption was 11,583,892.88 kWh (11,583.89 MWh).

Methodology

The group has reported all emission sources under the Companies Act 2006 (Strategic Report and Director’s Reports) Regulations 2013 as required. Reporting of calculated emissions is in line with the GHG Protocol Corporate Accounting and Reporting Standard and emission factors from the UK Government's GHG Conversion Factors for Company Reporting 202 5.

The reporting period is the financial year ended 30 November 2025, the same as that covered by the Annual Report and Financial Statements. The boundaries of the GHG inventory are defined using the operational control approach. In general, the emissions reported are the same as those which would be reported based on a financial control boundary.

SECR Figures

Scope | Energy Source | 2025 (kWh) | 2025 (tCO2e) | 2024 (tCO2e) | YOY %
1 | Gas, company vehicles & other fuels | 11,354,394.28 | 2,847.32 | 3,335.03 | -14.62%
2 | Electricity, electric vehicles | 163,009.69 | 9.97 | 8.52 | 17.02%
3 | T&D, personal vehicles | 66,488.91 | 19.45 | 12.27 | 58.52%
Total | 11,583,892.88 | 2,876.74 | 3,355.82 | -14.28%

Intensity metric | 2025 | 2024 | YOY %
tCO2e/turnover | 0 6 0 | 0 80 | -25%

The intensity metric is based on a total turnover figure of £4 7,880,637 (2024: £41,929,357). Emissions have de creased by 14.28% since the previous reporting period.

Efficiency Measures Taken

1. Replacement of all lighting to efficient LED products

2. Two new water heaters installed

3. Purchase of 100% renewable electricity supply contracts

Objectives for 202 5 / 202 6

1. Continual review of company policies relating to energy and emissions

2. Continual review of equipment and machinery

3. Continual purchase of renewable supply contracts

The group will report on progress within the next set of financial accounts.

ADB CONSTRUCTION LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 9 -
Statement of directors' responsibilities

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

Company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have prepared the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.

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

- select suitable accounting policies and then apply them consistently;

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

- state whether applicable U nited K ingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

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

Statement of disclosure to auditors

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

On behalf of the board
Mr P Helliar
Director
12 August 2026
ADB CONSTRUCTION LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ADB CONSTRUCTION LIMITED
- 10 -
Opinion

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

In our opinion the financial statements:

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

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded based on note 1.2 that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

ADB CONSTRUCTION LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ADB CONSTRUCTION LIMITED
- 11 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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

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

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

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

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

Responsibilities of directors

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

Auditor's responsibilities for the audit of the financial statements

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

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

The extent to which the audit was considered capable of detecting irregularities including fraud

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- the client partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify and recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the group and the parent company through discussions with directors, key management personnel and from our commercial knowledge and experience.

- we focused on specific laws and regulations which we considered may have a direct effect on the financial statements or the operations of the group and the parent company including the Companies Act 2006, current taxation legislation, data protection, anti-bribery and money laundering, employment and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management;

- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the group and the parent company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur by;

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

ADB CONSTRUCTION LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ADB CONSTRUCTION LIMITED
- 12 -

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- investigated the rationale behind significant or unusual transactions.

- assessed whether judgments and assumptions made in determining the accounting estimates were indicative of potential bias.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statements disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC, enquiring of management over health and safety.

There are inherent limitations in our audit procedures described above. Auditing standards also limit the audit procedures required to identifying non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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

Use of our report

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

.........................................................................
12 August 2026
Nirav Sheth (Senior Statutory Auditor)
For and on behalf of Charterhouse (Audit) Limited
Statutory Auditor
Charterhouse (Audit) Limited
166 College Road
Harrow
Middlesex
HA1 1RA
ADB CONSTRUCTION LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 13 -
2025
2024
Notes
£
£
Turnover
3
47,880,637
41,929,357
Cost of sales
(40,001,077)
(34,865,094)
Gross profit
7,879,560
7,064,263
Administrative expenses
(9,130,551)
(8,482,287)
Other operating expenses
(2,419,925)
-
0
Operating loss
4
(3,670,916)
(1,418,024)
Interest receivable and similar income
8
44,410
52,425
Interest payable and similar expenses
9
(257,485)
(291,109)
Other gains and losses
10
(40,000)
-
Loss before taxation
(3,923,991)
(1,656,708)
Tax on loss
11
396,815
(572,835)
Loss for the financial year
(3,527,176)
(2,229,543)
Loss for the financial year is attributable to:
- Owners of the parent company
(3,156,576)
(1,727,895)
- Non-controlling interests
(370,600)
(501,648)
(3,527,176)
(2,229,543)
Earnings before interest, tax, depreciation, amortisation and pension (EBITDAP)
880,307
2,981,143

The profit and loss account has been prepared on the basis that all operations are continuing operations.

ADB CONSTRUCTION LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 14 -
2025
2024
£
£
Loss for the year
(3,527,176)
(2,229,543)
Other comprehensive income
-
-
Total comprehensive income for the year
(3,527,176)
(2,229,543)
Total comprehensive income for the year is attributable to:
- Owners of the parent company
(3,156,576)
(1,727,895)
- Non-controlling interests
(370,600)
(501,648)
(3,527,176)
(2,229,543)
ADB CONSTRUCTION LIMITED
GROUP BALANCE SHEET
AS AT
30 NOVEMBER 2025
30 November 2025
- 15 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
12
2,937,213
6,606,981
Tangible assets
13
1,701,807
1,501,578
Investments
14
50
50
4,639,070
8,108,609
Current assets
Stocks
18
689,908
1,125,549
Debtors
19
9,485,694
9,697,793
Cash at bank and in hand
3,913,480
3,146,649
14,089,082
13,969,991
Creditors: amounts falling due within one year
20
(13,471,123)
(10,230,663)
Net current assets
617,959
3,739,328
Total assets less current liabilities
5,257,029
11,847,937
Creditors: amounts falling due after more than one year
21
(3,085,526)
(4,948,874)
Provisions for liabilities
Provisions
24
16,301,741
17,079,009
Deferred tax liability
25
351,336
268,932
(16,653,077)
(17,347,941)
Net liabilities
(14,481,574)
(10,448,878)
Capital and reserves
Called up share capital
27
131
1,360,513
Profit and loss reserves
(15,620,871)
(10,042,151)
Equity attributable to owners of the parent company
(15,620,740)
(8,681,638)
Non-controlling interests
1,139,166
(1,767,240)
Total equity
(14,481,574)
(10,448,878)
The financial statements were approved by the board of directors and authorised for issue on 12 August 2026 and are signed on its behalf by:
12 August 2026
Mr P Helliar
Director
Company registration number 10257653 (England and Wales)
ADB CONSTRUCTION LIMITED
COMPANY BALANCE SHEET
AS AT 30 NOVEMBER 2025
30 November 2025
- 16 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
14
15,507,750
15,507,750
Current assets
Debtors
19
100
100
Cash at bank and in hand
6,930
444,233
7,030
444,333
Creditors: amounts falling due within one year
20
(10,684,439)
(8,871,445)
Net current liabilities
(10,677,409)
(8,427,112)
Total assets less current liabilities
4,830,341
7,080,638
Creditors: amounts falling due after more than one year
21
(2,175,000)
(4,275,000)
Net assets
2,655,341
2,805,638
Capital and reserves
Called up share capital
27
131
131
Profit and loss reserves
2,655,210
2,805,507
Total equity
2,655,341
2,805,638

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s loss for the year was £150,297 (2024 - £261,330 loss).

The financial statements were approved by the board of directors and authorised for issue on 12 August 2026 and are signed on its behalf by:
12 August 2026
Mr P Helliar
Director
Company registration number 10257653 (England and Wales)
ADB CONSTRUCTION LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 17 -
Share capital
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
Balance at 1 December 2023
1,458,373
(8,314,256)
(6,855,883)
(961,872)
(7,817,755)
Year ended 30 November 2024:
Loss and total comprehensive income for the year
-
(1,727,895)
(1,727,895)
(501,648)
(2,229,543)
Redemption of shares
27
(401,580)
-
(401,580)
-
(401,580)
Other movements
303,720
-
303,720
(303,720)
-
Balance at 30 November 2024
1,360,513
(10,042,151)
(8,681,638)
(1,767,240)
(10,448,878)
Year ended 30 November 2025:
Loss and total comprehensive income for the year
-
(3,156,576)
(3,156,576)
(370,600)
(3,527,176)
Redemption of shares
27
(505,520)
-
(505,520)
-
(505,520)
Other movements
(854,862)
(2,422,144)
(3,277,006)
3,277,006
-
Balance at 30 November 2025
131
(15,620,871)
(15,620,740)
1,139,166
(14,481,574)
ADB CONSTRUCTION LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 18 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 December 2023
131
3,066,837
3,066,968
Year ended 30 November 2024:
Loss and total comprehensive income for the year
-
(261,330)
(261,330)
Balance at 30 November 2024
131
2,805,507
2,805,638
Year ended 30 November 2025:
Profit and total comprehensive income
-
(150,297)
(150,297)
Balance at 30 November 2025
131
2,655,210
2,655,341
ADB CONSTRUCTION LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 19 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
32
4,303,804
2,099,464
Interest paid
(257,485)
(291,109)
Income taxes (paid)/refunded
(430,237)
458,200
Net cash inflow from operating activities
3,616,082
2,266,555
Investing activities
Purchase of tangible fixed assets
(36,892)
(34,126)
Proceeds from disposal of tangible fixed assets
69,045
333,759
Proceeds from disposal of investment property
-
380,000
Interest received
44,410
52,425
Net cash generated from investing activities
76,563
732,058
Financing activities
Redemption of shares
(505,520)
(401,580)
Repayment of borrowings
(2,100,000)
(1,443,750)
Payment of finance leases obligations
(320,294)
(50,812)
Net cash used in financing activities
(2,925,814)
(1,896,142)
Net increase in cash and cash equivalents
766,831
1,102,471
Cash and cash equivalents at beginning of year
3,146,649
2,044,178
Cash and cash equivalents at end of year
3,913,480
3,146,649
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 20 -
1
Accounting policies
Company information

ADB Construction Limited is a private company limited by shares incorporated in England and Wales. The registered office and business address is Unit 4D, Nup End Business Centre, Old Knebworth, Hertfordshire, SG3 6QJ

The group consists of ADB Construction Limited and all of its subsidiaries.

1.1
Accounting convention

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

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

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

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

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

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

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

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

1.2
Going concern

The financial statements have been prepared on a going concern basis even though at the balance sheet date the group's liabilities exceeded its assets by £1 4,4 81,574 (202 4: £10,448,878).

The directors consider the going concern basis to be appropriate because, in their opinion, the group will continue to obtain sufficient funding from its shareholders to enable it to pay its debts as they fall due.

If the group was unable to continue to obtain sufficient funding to enable it to pay its debts as they fell due, it would be unable to continue trading and adjustments would have to be made reduce the value of assets to their realisable amount, to provide for any further liabilities which might arise, and to reclassify fixed assets and long term liabilities as current assets and liabilities.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 21 -
1.3
Turnover and construction contracts

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

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

Where the outcome of a construction contract cannot be estimated reliably, contract costs are recognised as expenses in the period in which they are incurred and contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable.

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

Gross amounts due from contract customers, which are included in debtors, are stated at the net sales value of the work done after provision for contingencies and anticipated future losses on contracts, less amounts received as progress payments on account. Excess progress payments are included in creditors as payments on account.

1.4
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of an incorporated business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is ten years.

1.5
Tangible fixed assets

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

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

Plant and machinery
20% - 25% reducing balance
Fixtures, fittings & equipment
33% reducing balance
Motor vehicles
20% - 25% reducing balance

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

1.6
Fixed asset investments

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

I nve s tments in associates are accounted for at cost less impairment.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 22 -
1.7
Impairment of fixed assets

At each reporting end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

1.8
Stocks

Stock and Work in progress is valued at the lower of cost and net realisable value. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads. Work in progress is reflected in the accounts on a contract by contract basis and represents the unbilled direct and indirect costs incurred as at the year end. These typically arise where mid month valuations have occurred and a time apportioned estimate of the cost of measured work has been calculated. Net realisable value represents the value of the measured work carried out in a particular period, invoiced subsequent to the year end.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.10
Financial instruments

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

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

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

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are measured at transaction price including transaction costs. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting end date.

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

Basic financial liabilities

Basic financial liabilities, including creditors, are recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities are not amortised.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.

1.11
Equity instruments

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

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 23 -
1.12
Taxation

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

Current tax

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

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences. Such liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

1.13
Provisions

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

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation.

1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

The group provides pension benefits for senior employees. Under the terms of the pension contracts entered into with the senior employees, fixed sums are provided for now in order to provide pension benefits to the individuals upon their retirement. The pension contracts allow for an annual increase in respect of indexation over and above the initial contracted amount.

Although under section 28 of FRS 102 this pension arrangement is regarded as being a defined benefit scheme, the director considers that it does not bear any of the hallmarks of a defined benefit scheme as the group’s contributions are fixed until the point of retirement at which point any further contributions of annual increases cease. Further information can be found in note 26 to the financial statements.

The group also provides pension benefits (defined contribution) in respect of senior employees. Amounts payable are charged to the profit and loss account in the year the contracts are entered into between the group and the employees.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 24 -
1.16
Leases

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

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

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

1.17

Preference shares

The Redeemable Preference shares are classified as equity in accordance with Section 22 (liabilities and equity) as they are redeemable at the option of the issuer and do not carry a right to a return.

1.18

Research and development

Research expenditure is written off to the profit and loss account in the year in which it is incurred. Development expenditure is written off in the same way unless the directors are satisfied as to the technical, commercial and financial viability of individual projects. In this situation, the expenditure is deferred and amortised over the period during which the group is expected to benefit.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 25 -
2
Judgements and key sources of estimation uncertainty

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

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

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Establishing useful economic lifes for amortisation purposes of intangible fixed assets

Intangible fixed assets consist of goodwill. The annual amortisation charge depends on the estimated useful economic life of the asset. The director regularly reviews the remaining useful life of the asset. Changes in asset useful economic life can have a significant impact on amortisation charge for the period. Detail of the useful economic life is included in accounting policies.

Establishing useful economic lives for depreciation purposes of tangible fixed assets

Tangible fixed assets, consisting primarily of plant and machinery, fixtures and fittings and motor vehicles. The annual depreciation charge depends primarily on the estimated useful economic lives of each type of asset and estimated residual values. The director regularly reviews these asset useful lives and change them as necessary to reflect current thinking on remaining lives in light of prospective economic utilisation and physical condition of the assets concerned. Changes in asset useful lives can have a significant impact on depreciation charges for the period. Detail of the useful economic lives is included in the accounting policies.

Long term contract provisions

The group is involved in the construction industry and are engaged in a number of long term contracts at the year end. As a result it is necessary to consider cost long term contracts and the associated provisions required. When calculating the long term contract provision, management considers the stage of completion and the estimated costs to completion. The level of provision required is reviewed on an on-going basis and has been disclosed in note 20.

Provision for doubtful debts

The group makes an estimate of the recoverable value of the trade and other debtors. The group uses estimates based on historical experience determining the level of debts, which the group believes, will not be collected. These estimates include such factors as the current credit rating of the debtor, the aging profile of the debtors and historical experience. Any significant reduction in the level of customers that default on payments or other significant improvements that resulted in a reduction in the level of bad debt provision would have a positive impact on the operating results. The level of provision required is reviewed on an on-going basis and has been disclosed in note 19.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 26 -
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Civil engineering and groundwork services
47,880,637
41,929,357
2025
2024
£
£
Other significant revenue
Interest income
44,410
52,425
4
Operating loss
2025
2024
£
£
Operating loss for the year is stated after charging/(crediting):
Depreciation of tangible fixed assets
380,442
278,653
Loss/(profit) on disposal of tangible fixed assets
35,948
(54,790)
Loss on disposal of investment property
-
0
45,000
Amortisation of intangible assets
3,669,768
3,669,768
Operating lease charges
176,078
160,974
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditors and associates:
£
£
For audit services
Audit of the financial statements of the group and company
7,500
6,500
Audit of the financial statements of the company's subsidiaries
35,000
25,000
42,500
31,500
For other services
All other non-audit services
17,795
17,500
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 27 -
6
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Production
99
100
-
-
Administration
41
39
2
2
Total
140
139
2
2

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
8,064,331
7,780,383
-
0
-
0
Social security costs
258,395
216,180
-
-
Pension costs
927,715
802,328
-
0
-
0
9,305,335
8,818,074
-
0
-
0
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
85,306
84,479
Group pension contributions to defined contribution schemes
75,692
50,567
Group pension contributions to defined benefit schemes
71,386
60,081
232,384
195,127
The number of directors for whom retirement benefits are accruing under defined benefit and contribution schemes amounts to 2 (2024: 2).
The directors are considered to be the only key management personnel.
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
44,410
52,425
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 28 -
9
Interest payable and similar expenses
2025
2024
£
£
Interest on finance leases and hire purchase contracts
54,929
14,221
Other interest
202,556
276,888
Total finance costs
257,485
291,109
10
Other gains and losses
2025
2024
£
£
Amounts written off loans
(40,000)
-
11
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
19,442
412,207
Adjustments in respect of prior periods
(498,661)
-
0
Total current tax
(479,219)
412,207
Deferred tax
Origination and reversal of timing differences
82,404
160,628
Total tax (credit)/charge
(396,815)
572,835
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
11
Taxation
(Continued)
- 29 -

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

2025
2024
£
£
Loss before taxation
(3,923,991)
(1,656,708)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(980,998)
(414,177)
Tax effect of expenses that are not deductible in determining taxable profit
174,468
34,497
Adjustments in respect of prior years
(498,661)
-
0
Capital allowances
(186,502)
(195,218)
Depreciation
95,111
69,663
Amortisation on assets not qualifying for tax allowances
917,442
917,442
Tax at marginal rate
(79)
-
0
Deferred tax
82,404
160,628
Taxation (credit)/charge
(396,815)
572,835
12
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 December 2024 and 30 November 2025
36,697,676
Amortisation and impairment
At 1 December 2024
30,090,695
Amortisation charged for the year
3,669,768
At 30 November 2025
33,760,463
Carrying amount
At 30 November 2025
2,937,213
At 30 November 2024
6,606,981
The company had no intangible fixed assets at 30 November 2025 or 30 November 2024.
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 30 -
13
Tangible fixed assets
Group
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 December 2024
3,553,352
353,799
261,910
4,169,061
Additions
652,545
33,119
-
0
685,664
Disposals
(408,323)
(24,369)
(119,099)
(551,791)
At 30 November 2025
3,797,574
362,549
142,811
4,302,934
Depreciation and impairment
At 1 December 2024
2,181,002
290,102
196,379
2,667,483
Depreciation charged in the year
338,272
26,278
15,892
380,442
Eliminated in respect of disposals
(322,589)
(23,265)
(100,944)
(446,798)
At 30 November 2025
2,196,685
293,115
111,327
2,601,127
Carrying amount
At 30 November 2025
1,600,889
69,434
31,484
1,701,807
At 30 November 2024
1,372,350
63,697
65,531
1,501,578
The company had no tangible fixed assets at 30 November 2025 or 30 November 2024.

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Plant and machinery
1,253,369
847,135
-
0
-
0
Motor vehicles
31,485
65,531
-
0
-
0
1,284,854
912,666
-
-
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 31 -
14
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
15,507,750
15,507,750
Investments in associates
16
50
50
-
0
-
0
50
50
15,507,750
15,507,750
Movements in fixed asset investments
Group
Investments other than loans
£
Cost or valuation
At 1 December 2024 and 30 November 2025
50
Carrying amount
At 30 November 2025
50
At 30 November 2024
50
Movements in fixed asset investments
Company
Shares in group undertakings
£
Cost or valuation
At 1 December 2024 and 30 November 2025
15,507,750
Carrying amount
At 30 November 2025
15,507,750
At 30 November 2024
15,507,750
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 32 -
15
Subsidiaries

Details of the company's subsidiaries at 30 November 2025 are as follows:

Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
A D Bly Construction Limited
1
Provision of civil engineering and groundwork contracting services
Ordinary
77.50
0
AD Bly Groundworks & Civil Engineering Limited
1
Non-trading
Ordinary
0
77.50
1 - Unit 4d, Nup End Business Centre, Old Knebworth, Hertfordshire, SG3 6QJ
The aggregate capital and reserves and the profit for the year of the subsidiaries noted above was as follows:
Name of undertaking
Profit/ (Loss)
Capital and Reserves
£
£
A D Bly Construction Limited
623,593
1,712,618
AD Bly Groundworks & Civil Engineering Limited
(2,270,704)
0
(4,328,994)
0
16
Associates

Details of associates at 30 November 2025 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Maytrix Construction Limited
1
Development of building projects
Ordinary
0
38.75

1 - Building 18, Gateway 1000 Whittle Way, Arlington Business Park, Stevenage, Hertfordshire, SG1 2FP

17
Audit exemption of subsidiaries

For the financial year ended 30 November 202 5, AD Bly Groundworks & Civil Engineering Limited has claimed exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.

18
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
3,500
3,500
-
-
Work in progress
686,408
1,122,049
-
-
689,908
1,125,549
-
-
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 33 -
19
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
7,567,966
7,737,025
-
0
-
0
Gross amounts owed by contract customers
138,864
150,426
-
0
-
0
Corporation tax recoverable
503,012
-
0
-
0
-
0
Other debtors
804,905
1,397,422
100
100
Prepayments and accrued income
470,947
412,920
-
0
-
0
9,485,694
9,697,793
100
100

The fair value of trade and other receivables approximate to their carrying amounts. Trade debtors are stated after provisions for impairments of £1,190,000 (2024: £1,190,000).

20
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
23
356,350
264,524
-
0
-
0
Payments received on account
1,426,034
1,683,785
-
0
-
0
Trade creditors
4,515,170
3,381,228
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
10,667,892
8,421,240
Corporation tax payable
3,331,219
2,378,727
-
0
-
0
Other taxation and social security
271,535
351,875
-
-
0
Other creditors
1,818,424
552,085
6,534
443,705
Accruals and deferred income
1,752,391
1,618,439
10,013
6,500
13,471,123
10,230,663
10,684,439
8,871,445

The fair value of trade and other payables approximates to their book value. Included within accruals and deferred income are costs accrued for long term contracts amounting to £377,360 (2024: £533,537).

21
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
23
910,526
673,874
-
0
-
0
Other borrowings
22
2,175,000
4,275,000
2,175,000
4,275,000
3,085,526
4,948,874
2,175,000
4,275,000

The obligations under finance leases are secured against the assets to which they relate.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 34 -
22
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Loan notes
2,175,000
4,275,000
2,175,000
4,275,000
Payable after one year
2,175,000
4,275,000
2,175,000
4,275,000

£15,500,000 loan notes were issued on 9 September 2016 and interest is charged at 2.5% over base rate per annum.

During the period some of the loan notes were redeemed at par value. The loan notes have a redemption date of 1 December 2029 and are redeemable, at par value, at the earlier of the redemption date or at the option of the group on the occurrence of certain events every quarter.

23
Finance lease obligations
Group
Company
2025
2024
2025
2024
Amounts due:
£
£
£
£
Current liabilities
356,350
264,524
-
0
-
0
Non-current liabilities
910,526
673,874
-
0
-
0
1,266,876
938,398
-
-
Group
Company
2025
2024
2025
2024
Future minimum lease payments due:
£
£
£
£
Within one year
420,006
302,861
-
0
-
0
In two to five years
1,021,324
760,051
-
0
-
0
1,441,330
1,062,912
-
-
Less: future finance charges
(174,454)
(124,514)
-
0
-
0
1,266,876
938,398
-
0
-
0

Finance lease payments represent rentals payable by the group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is four years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 35 -
24
Provisions for liabilities
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Provision for losses on long term contracts
40,656
-
-
-
Retirement benefit obligations
26
16,261,085
17,079,009
-
-
16,301,741
17,079,009
-
-
Deferred tax liabilities
25
351,336
268,932
-
0
-
0
16,653,077
17,347,941
-
0
-
0

The group has entered into agreements and is contractually obliged to expend fixed sums in the future to provide retirement benefits to senior employees under the terms of their pension agreements.

Movements on provisions apart from deferred tax liabilities:
Provision for losses on long term contracts
Retirement benefit obligations
Total
Group
£
£
£
At 1 December 2024
-
17,079,009
17,079,009
Additional provisions in the year
40,656
541,012
581,668
Tax on provision
-
(1,358,936)
(1,358,936)
At 30 November 2025
40,656
16,261,085
16,301,741
ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 36 -
25
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
351,336
268,932
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 December 2024
268,932
-
Charge to profit or loss
82,404
-
Liability at 30 November 2025
351,336
-
26
Retirement benefit schemes
2025
2024
Defined contribution and benefit schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
386,703
351,582
Charge to profit or loss in respect of defined benefit schemes
541,012
450,746

The group operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund. The above pension charge includes an amount of £3 86,703 (2024: £3 51,5 8 2) in respect of defined contribution scheme paid by the group to the funds.

The group also provided pension benefits in respect of senior employees. Amounts payable are charged to the profit and loss account in the year the contracts are entered into between the group and the employees. The number of directors within the group to whom benefits are accruing under these pension agreements is 6 (2024: 6).

The contributions and potential liabilities of the group in respect of the pension agreements are fixed at least until the date of retirement of the employees which is within 24 years from the year end date.

Although under section 28 of FRS 102 this pension arrangement is regarded as being a defined benefit scheme, the directors are of the opinion that it does not bear any of the hallmarks of what is usually considered to be a defined benefit scheme and therefore no further disclosures are considered necessary in order to understand the nature and measurement of the liability.

The directors are also of the opinion that the liability as disclosed in the financial statements represents the full and final amount which could be expected, at this stage, to be paid in the future to settle the pension agreement liabilities.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 37 -
27
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
10,000
10,000
100
100
B Ordinary shares of 1p each
3,135
3,135
31
31
C Ordinary shares of 1p each
1
1
-
-
13,136
13,136
131
131
Group
2025
2024
2025
2024
Preference share capital
Number
Number
£
£
Issued and fully paid
Redeemable preference shares of £1 each
2,221,393
2,726,913
2,221,393
2,726,913

Out of the preference share capital are Nil (2024: 1,360,382) Preference shares of £1 each relating to the ultimate controlling party and therefore are shown within the share capital being attributable to the owner of the parent company. The remaining 2,221,393 (2024: 1,366,531) Preference shares of £1 each are shown under non-controlling interest.

During the year Nil (2024: 97,860) Preference shares of £1 each relating to the ultimate controlling party and 505,520 (2024: 303,720) Preference shares of £1 each relating to non-controlling interests were redeemed at par value.

The Ordinary shares and B Ordinary shares rank pari passu and each carries full rights to receive notice of, attend and vote at general meetings.

The C Ordinary share does not carry voting rights.

28
Contingent liabilities

There is an unlimited cross guarantee between the parent company and fellow group companies.

In the previous year an incident occurred which may result in a fine being levied on the company. At the reporting date, it is impracticable to estimate the financial effect with sufficient reliability, and the timing or amount of any potential outflows remain uncertain, therefore no provision has been recognised in the financial statements.

The company has taken advantage of section 21.17 of FRS 102 not to disclose the details of the incident. Disclosure of such information would be seriously prejudicial to the position of the company.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 38 -
29
Operating lease commitments
Lessee

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

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
809,135
627,332
-
-
Years 2-5
469,505
446,755
-
-
1,278,640
1,074,087
-
-
30
Related party transactions

Group

Included in other creditors is a balance of £1,074,906 (2024: other debtors £541,198) due to the directors. During the year the maximum balance owed to the group by these directors was £899,59 9 (2024: £828,169). The loans are unsecured and payable on demand.

Company

Included in creditors falling due within one year is an amount of £10,667,892 (2024: £8,421,240) owed to AD Bly Construction Limited, a subsidiary company.

31
Controlling party

The group and the parent company are ultimately controlled by the director Mr P Helliar.

ADB CONSTRUCTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 39 -
32
Cash generated from group operations
2025
2024
£
£
Loss after taxation
(3,527,176)
(2,229,543)
Adjustments for:
Taxation (credited)/charged
(396,815)
572,835
Finance costs
257,485
291,109
Investment income
(44,410)
(52,425)
Loss/(gain) on disposal of tangible fixed assets
35,948
(54,790)
(Gain)/loss on disposal of investment property
-
0
45,000
Amortisation and impairment of intangible assets
3,669,768
3,669,768
Depreciation and impairment of tangible fixed assets
380,442
278,653
Other gains and losses
40,000
-
Increase/(decrease) in provisions
581,668
(366,433)
Movements in working capital:
Decrease/(increase) in stocks
435,641
(1,079,199)
Decrease in debtors
675,111
325,285
Increase in creditors
2,196,142
699,204
Cash generated from operations
4,303,804
2,099,464
33
Analysis of changes in net funds/(debt) - group
1 December 2024
Cash flows
New leases
30 November 2025
£
£
£
£
Cash at bank and in hand
3,146,649
766,831
-
3,913,480
Borrowings excluding overdrafts
(4,275,000)
2,100,000
-
(2,175,000)
Payment of finance leases obligations
(938,398)
320,294
(648,772)
(1,266,876)
(2,066,749)
3,187,125
(648,772)
471,604
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