ContentsAnnual Report and Financial Statements 2025 |
Company InformationAnnual Report and Financial Statements 2025 |
Directors |
Company Secretary |
Sherard Secretariat Services Limited |
Registered Office |
Chancery Exchange |
10 Furnival Street |
London |
EC4A 1AB |
United Kingdom |
Auditor |
Forvis Mazars LLP |
30 Old Bailey |
London |
EC4M 7AU |
United Kingdom |
Strategic ReportAnnual Report and Financial Statements 2025 |
Strategic ReportAnnual Report and Financial Statements 2025 |
Report of the DirectorsAnnual Report and Financial Statements 2025 |
Report of the DirectorsAnnual Report and Financial Statements 2025 |
Statement of Directors ResponsibilitiesAnnual Report and Financial Statements 2025 |
Independent auditor's reportAnnual Report and Financial Statements 2025 |
Independent auditor's reportAnnual Report and Financial Statements 2025 |
Independent auditor's reportAnnual Report and Financial Statements 2025 |
Income statementAnnual Report and Financial Statements 2025 |
2025 | 2024 | ||
restated | |||
Note | £'000 | £'000 | |
Revenue (2024 including exceptional charge £64,202,000 (2025: nil)) | 4 | ||
Cost of sales | 5 | ( | ( |
Gross profit/(loss) | ( | ||
Administrative expenses | ( | ( | |
Operating profit/(loss) | ( | ||
Provision for investments in fellow group companies | 7 | ( | |
Profit/(loss) before interest and taxation | 660 | (65,956) | |
Finance income | 8 | ||
Finance expense | 9 | ( | ( |
Loss before taxation | 10 | ( | ( |
Tax credit on loss | 11 | ||
Loss for the year | ( | ( |
Statement of comprehensive incomeAnnual Report and Financial Statements 2025 |
2025 | 2024 | ||
Note | £'000 | £'000 | |
Loss for the year | ( | ( | |
Other comprehensive income Items that will not be reclassified to profit or loss: | |||
Actuarial gains/(losses) on post-employment benefit assets and obligations | 22 | ( | |
Tax relating to items that will not be reclassified to profit or loss | |||
Other comprehensive income/(expense) for the year, net of income tax | ( | ||
Total comprehensive expense for the year | ( | ( |
Balance SheetAnnual Report and Financial Statements 2025 |
2025 | 2024 | ||
Note | £'000 | £'000 | |
Fixed assets | |||
Tangible assets | 12 | ||
Investment in subsidiary undertakings | 13 | ||
Current assets | |||
Inventories | 14 | ||
Debtors: amounts falling due within one year | 15 | ||
Debtors: amounts falling due after more than one year | 15 | ||
Cash at bank and in hand | |||
Total current assets | |||
Creditors: amounts falling due within one year | 16 | ( | ( |
Net current assets | |||
Total assets less current liabilities | |||
Creditors: amounts falling due after more than one year | 16 | ( | ( |
Provisions for liabilities | 17 | ( | ( |
Net liabilities | ( | ( | |
Capital and reserves | |||
Share capital | 19 | ||
Share premium | 20 | ||
Retained deficits | ( | ( | |
Shareholders’ funds | ( | ( |
Statement of changes in equityAnnual Report and Financial Statements 2025 |
Share Capital | Share Premium | Other equity instruments | Retained deficits | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
At 1 January 2024 | ( | ||||
Loss for the year | — | — | — | ( | ( |
Other comprehensive expense | — | — | — | ( | ( |
Total comprehensive expense | — | — | — | (46,878) | (46,878) |
Issue of shares | — | — | |||
Repayment/Cancellation of other equity instruments | — | — | ( | — | ( |
Interest/Dividends on other equity instrument | — | — | ( | ||
At 31 December 2024 | ( | ( |
Share Capital | Share Premium | Other equity instruments | Retained deficits | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
At 1 January 2025 | ( | ( | |||
Loss for the year | — | — | — | ( | ( |
Other comprehensive income | — | — | — | ||
Total comprehensive expense | — | — | — | (7,149) | (7,149) |
At 31 December 2025 | ( | ( |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Chancery Exchange |
10 Furnival Street |
London |
EC4A 1AB |
United Kingdom |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | |
Restated | ||
£'000 | £'000 | |
The analysis of the Company's turnover for the year by division is as follows: | ||
Transport Infrastructure | ||
Non-core | ||
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | |
£'000 | £'000 | |
Reassessment of amounts recoverable on contracts | ( | |
Total exceptional items | — | (64,202) |
2025 | 2024 | |
£'000 | £'000 | |
Charge for provision for impairment in investments in shares |
2025 | 2024 | ||
Note | £'000 | £'000 | |
Foreign exchange gains | |||
Interest receivable from fellow group undertakings | |||
Interest arising on post-employment benefit obligations | 22 | — | 85 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | ||
Note | £'000 | £'000 | |
Foreign exchange losses | |||
Other interest payable | |||
Discount interest unwind | 17 | ||
Lease interest | 12 | ||
Interest payable to fellow subsidiary undertakings | |||
2025 | 2024 | ||
Note | £'000 | £'000 | |
Deferred income recognised in the year | |||
Depreciation - long lease land and building | 14 | 14 | |
Depreciation - Short lease land and building | 194 | 195 | |
Depreciation - owned assets | 12 | ||
Depreciation - leased/right of use assets | 12 | ||
Bid and mobilisation costs | 2,932 | 2,847 | |
Short term and low value lease rentals: | |||
Land and buildings | ( | ||
Plant and machinery | |||
IT licences and rentals | |||
Cost of inventory recognised as an expense | |||
Loss/(profit) on disposal of property, plant and equipment | ( | ||
Exceptional items - reassessment of amounts recoverable on contracts | 6 | — | (64,202) |
Lease interest | (162) | (86) | |
Charge of provision for investment in group companies | 7 | ||
Charges/(Credit) arising under post-employment benefit assets and obligations | ( |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Analysis of tax credit | 2025 | 2024 | |
Note | £'000 | £'000 | |
Current tax | |||
Tax - Group relief | ( | ( | |
UK corporation tax adjustment to prior periods | ( | ||
Total current tax credit | ( | ( | |
Deferred tax - current year charge | ( | ( | |
Deferred tax credit | 18 | ( | ( |
Change in respect of withholding tax charge on post-employment benefit asset | — | 14 | |
Total tax credit in income statement | ( | ( |
2025 | 2024 | ||
£'000 | £'000 | ||
Loss before income tax | ( | ( | |
Tax on loss calculated at standard rate | ( | ( | |
Effects of: | |||
Increase/(decrease) in tax from adjustment for prior periods | ( | ||
Recognition of previously unrecognised tax losses | ( | ||
Other temporary differences | ( | ||
(Expenses not deductible)/Income not taxable | ( | ||
Decrease from effect of expenses not deductible in determining taxable profit | ( | ||
Change in recognition of deferred tax on losses | ( | ||
Rate differential between current and withholding test on post- employment benefit assets | |||
Tax credit | ( | ( |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | ||||
Gross | Tax | Net | ||
£'000 | £'000 | £'000 | ||
Actuarial gain on pension scheme | ||||
2024 | ||||
Gross | Tax | Net | ||
£'000 | £'000 | £'000 | ||
Actuarial loss on pension scheme | ( | ( |
Plant and Machinery | Buildings | Right of use | Asset under construction - cost | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
Cost | |||||
At 1 January 2025 | |||||
Additions | |||||
Disposals | ( | ( | ( | ( | |
Transfers | — | 5,558 | — | (5,558) | — |
At 31 December 2025 | |||||
Depreciation | |||||
At 1 January 2025 | ( | ( | ( | ||
Charge for the year | ( | ( | ( | ( | |
Disposals | |||||
At 31 December 2025 | ( | ( | ( | ( | |
Net book value | |||||
At 31 December 2025 | |||||
At 31 December 2024 | ( |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | ||
Note | £'000 | £'000 | |
Amounts recognised in profit and loss | |||
Long Leasehold - Depreciation | 10 | ( | ( |
Short Leasehold - Depreciation | 10 | ( | ( |
Interest expense on lease liabilities |
2025 | 2024 | ||
Note | £'000 | £'000 | |
Within one year | |||
In the second to fifth years inclusive | |||
After five years | |||
Total undiscounted lease liabilities at 31 December | 1,788 | 1,985 | |
Impact of future finance costs | (285) | (441) | |
1,503 | 1,544 | ||
Current | 16 | ||
Non-current | 16 | ||
Lease liabilities included in the Statement of Financial Position at 31 December |
Shares in group undertakings | Total | ||
£'000 | £'000 | ||
Cost | |||
At 1 January 2025 | |||
Repayments | |||
At 31 December 2025 | |||
Provision for impairment | |||
At 1 January 2025 | |||
Charge for the year | |||
At 31 December 2025 | |||
Carrying amount | |||
At 31 December 2025 | |||
At 31 December 2024 |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
Undertaking | Nature of business | Class of share capital held | Share capital held |
Nationwide Distribution Services Limited |
2025 | 2024 | ||
£'000 | £'000 | ||
Raw materials and consumables |
2025 | 2024 | ||
Note | £'000 | £'000 | |
Amount falling due within one year: | |||
Trade debtors | |||
Amounts owed by group undertakings | |||
Amounts owed by joint ventures | |||
Amounts owed by parent undertaking of the Company | 61,241 | ||
Amounts recoverable on contracts | |||
Other debtors | |||
Prepayments and accrued income | |||
Amounts falling due after more than one year: | |||
Deferred tax asset | 18 | ||
Prepayments and accrued income | |||
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | ||
Note | £'000 | £'000 | |
Creditors: amounts falling due within one year | |||
Trade creditors | |||
Payments received on account | |||
Amounts owed to other fellow subsidiaries/group undertakings of the Amey UK Limited group | 12,239 | ||
Amounts owed to parent undertaking of the Company | — | ||
Other creditors | |||
Social security and other taxes | |||
Accruals | |||
Deferred income | |||
Lease liabilities | 12 | ||
Creditors: amounts falling due after more than one year | |||
Lease liabilities | 12 | 1,274 | 1,335 |
Deferred income | |||
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | |
£'000 | £'000 | |
Hand back provision | 21,385 | |
Contract loss and claims provision | 23,512 | 37,201 |
Contract loss and claims provision | Hand back provision | Total | |
£'000 | £'000 | £'000 | |
At 1 January 2025 | 37,201 | ||
Charged to profit and loss account – cost of sales | (14,463) | ( | |
Charged to profit and loss account – finance cost (discount unwind) | 774 | ||
Utilised in the year | — | ( | ( |
At 31 December 2025 | 23,512 |
Intangible assets | Fixed asset timing differences | Losses recognised | Other timing differences | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
At 1 January 2025 | |||||
Credited/(charged) to income statement during year | ( | ||||
At 31 December 2025 |
2025 | 2024 | |
£'000 | £'000 | |
Deferred tax asset/liability comprises: | ||
Fixed asset timing differences | ||
Losses recognised | ||
Intangible assets | ||
Other timing differences | ||
Balance at 31 December |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | |
£'000 | £'000 | |
Unrecognised deferred tax asset comprises: | ||
Trading losses | ||
Capital losses | ||
2025 | 2024 | |
£'000 | £'000 | |
Balance at 31 December | ||
Authorised: | ||
224,100,002 Ordinary shares of £1 each | 224,100 | 224,100 |
Called up, allotted and fully paid: | ||
2025 | 2024 | |
£'000 | £'000 | |
Balance at 31 December |
2025 | 2024 | |
£'000 | £'000 | |
Balance at 1 January | ||
Reserves transfer on other equity instruments interest | ( | |
Repayment | ( | |
Balance at 31 December |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
• | West Yorkshire Pension Fund, the Company has a liability to this scheme for former eligible Wakefield Council employees who transferred into the Company under TUPE transfer arrangements |
• | West Midlands Pension Fund, the Company has a liability to this scheme for former eligible Walsall Council employees who transferred into the Company under TUPE transfer arrangements. The final remaining active member has ceased accrual so this Admission Agreement will be terminated. |
Date of latest valuation | |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | |
% | % | |
Rate of increase in salaries | ||
Rate of increase in pensions in payment | 1.75 - 3.60 | 1.85 - 3.65 |
Discount rate | ||
Inflation assumption - RPI | ||
Inflation assumption – CPI – pre 2030 | ||
Inflation assumption – CPI – post 2030 | 2.75 | 3.00 |
2025 | 2024 | ||
Years | Years | ||
Remaining life of members aged 65 | |||
- men | 21.9 - 22.0 | 21.9 - 22.0 | |
- women | 24.2 - 24.7 | 24.2 - 24.7 | |
Remaining life of members aged 45 | |||
- men | 22.9 - 23.8 | 22.9 - 23.8 | |
- women | 26.1 - 26.9 | 26.1 - 26.9 |
2025 | 2024 | ||
£'000 | £'000 | ||
Present value of funded obligations | ( | (5,407) | |
Fair value of plan assets | 8,562 | ||
Net pension scheme asset before withholding taxes | |||
Adjustment in respect of asset ceiling and minimum funding requirement | (3,753) | (3155) | |
Net pension scheme asset after withholding taxes |
2025 | 2024 | ||
£'000 | £'000 | ||
Current service cost | ( | ( | |
Total included under staff costs | (40) | (37) | |
Finance income - IAS 19 Return on Assets | |||
Withholding tax charge | — | (14) | |
Total income statement (charge)/credit | ( |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | ||
£'000 | £'000 | ||
Actuarial gains/(losses) | 34 | (1,907) | |
Withholding Tax | — | 474 | |
Total income/(expense) recognised in the SOCI | ( |
2025 | 2024 | ||
£'000 | £'000 | ||
At 1 January | — | 1,391 | |
Total income statement (charge)/credit | ( | ||
Total income/(expense) recognised in the SOCI | ( | ||
Employer contributions - regular payments | 6 | 8 | |
At 31 December |
2025 | 2024 | ||
£'000 | £'000 | ||
At 1 January | |||
Service cost, including employees' share | |||
Actuarial loss | — | 14 | |
Actuarial gains arising from changes in financial assumptions | ( | ( | |
Experience loss on defined benefit obligation | 27 | — | |
Interest cost | |||
Benefits paid | ( | ( | |
Contributions by scheme participants | |||
At 31 December |
2025 | 2024 | ||
£'000 | £'000 | ||
At 1 January | |||
Interest on assets | |||
Actuarial gains arising from changes in financial assumptions | |||
Employer contributions - regular payments | |||
Contributions from employees | |||
Benefits paid | ( | ( | |
9,113 | 8,561 | ||
Change in the effect of the asset ceiling | — | (3,155) | |
At 31 December |
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |
2025 | 2024 | ||
£'000 | £'000 | ||
At 1 January | — | (463) | |
Withholding tax charge included in the income statement | — | (14) | |
Income included in the statement of other comprehensive income: | |||
- withholding tax arising on movements in the year | — | 477 | |
At 31 December | — | — |
2025 | 2024 | ||
£'000 | £'000 | ||
Equities | |||
Fixed income bonds | |||
Property | |||
Other | |||
Notes to the Financial StatementsAnnual Report and Financial Statements 2025 |