REGISTERED NUMBER: 03850160 (England and Wales)

CLARKE GROUP CONSTRUCTION LIMITED

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 NOVEMBER 2025

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Statement of Income and Retained Earnings

8

Balance Sheet

9

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

14

DIRECTORS:

P R Clarke

S Clarke

SECRETARY:

Mrs K Clarke

REGISTERED OFFICE:

The Workshop

Slippery Gowt Lane

Wyberton

Boston

Lincolnshire

PE21 7AA

REGISTERED NUMBER:

03850160 (England and Wales)

AUDITORS:

Dexter & Sharpe Audit Services Ltd

(Statutory Auditor)

Rollestone House

Bridge Street

Horncastle

Lincolnshire

LN9 5HZ

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

Clarke Group carries out Contracts throughout the UK. These Contracts are either under negotiation or competitive tender. Some Contracts have third party design and consultants in place by the client and others are in-house design and build. There are two main sectors to the business, one sector working for the poultry industry and the other sector working for all aspects of general construction, new builds, renovation, refurbishment works for various sectors, industrial, commercial, public sector, conservation, food industry and residential. The Company's head office is based in Boston and due to continued growth, the Company has recently opened an office in Lincoln.

REVIEW OF BUSINESS

The construction industry has faced an array of challenges, national minimum wage increases, higher interest rates, continued labour shortages. With strategic actions focused on client engagement, supply chain management, subcontractor collaboration, and financial resilience, the company has been able to navigate these obstacles. By adapting to the evolving landscape and proactively addressing key issues, the company has ensured smooth operations and positioned itself for sustained growth.

The Company achieved turnover of £37,059,077 for the year ended 30 November 2025. This has shown an increase of £11,776,373 on 2024 with a net profit before tax of £4,792,852, a 28% increase on the previous year. This has been Clarke Group's most successful trading year since forming in 1999.

The company strives to evolve and optimize operational capabilities, and so have secured the addition of new machinery, helping increase our production output whilst reducing labour intensity during the manufacturing process. Being able to distribute members of the workforce to other areas has enabled us to meet the requirements of our clients more effectively and allowed us to take on further substantial projects for 2025 and into 2026.

PRINCIPAL RISKS AND UNCERTAINTIES

Clarke Group have an experienced team that can efficiently identify and manage risks which present themselves to the business.

A summary of identified risks to the Company and successful action taken are summarised below.

On occasion supply chains can be a little erratic. The Company continues to maintain the implemented monitoring procedures to ensure continuity of the supply chain throughout a live contract and future Contracts. The in-house procurement team ensure 'best prices' are obtained and good relationships with our supply chains preserved. Having maintained trade relationships with suppliers within the EU, the Company has also implemented relevant systems for customs and tax to comply with obligations of imported materials.

The industry is seeing many changes to regulatory requirements. With our experience and knowledge, the management team will continue to collaborate effectively with local authorities and professional bodies and ensure timely project approvals and successful project completion.

The industry is evolving rapidly, with a significant emphasis on sustainability and energy efficiency across all sectors, from residential, to commercial and agricultural. It is essential we work with the relevant associated parties to design and build a project that has the required equipment and materials to meet the desired needs of our client.

Securing a skilled and reliable workforce for live Contracts is essential. The Company continues to invest in staff training to develop and increase the in-house diverse workforce, which gives the Company increased control on live Contracts to minimize subcontract labour required.

The Health and Safety of our workforce is paramount. The Company ensures employee health and safety training is up-to-date and external Health and Safety Consultants are employed as our 'Competent Person' to monitor sites and our in-house procedures. The Company maintains its CHAS and Safecontractor accreditation and is now also certified with ISO 9001, 14001 and 45001.

The Company regularly updates its in-house policies and procedures to ensure it meets all legal requirements.

The construction industry is particularly sensitive to economic fluctuations. With current unpredictability, strategic timing of investments becomes crucial to ensure stability and growth. Focusing on diversification, risk management, innovation, and sustainable practices will help mitigate risks and leverage new opportunities, ensuring the company remains competitive and resilient in a fluctuating economic landscape.

DELIVERY OF CONTRACTS

The Company has a good longstanding workforce that are committed to the success of the company.

By focusing on the delivery of contracts with effective workforce management, and efficient in-house procedures, we can ensure high levels of customer satisfaction and sustained growth.

Incorporating feedback from employees, financial analysis, and customer surveys will drive continuous improvement and help us maintain a competitive edge in the construction industry.

ON BEHALF OF THE BOARD:

Mrs K Clarke - Secretary

26 August 2026

The directors present their report with the financial statements of the company for the year ended 30 November 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of general construction.

DIVIDENDS

An interim dividend of 79200 per share was paid on . The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 30 November 2025 will be £ 79,200 .

DIRECTORS

The directors shown below have held office during the whole of the period from 1 December 2024 to the date of this report.

P R Clarke

S Clarke

DISCLOSURE IN THE STRATEGIC REPORT

Information regarding company performance, key performance indicators, risks facing the company and future developments is disclosed in the strategic report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 elected to prepare the 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 company and of the profit or loss of the company 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;

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Dexter & Sharpe Audit Services Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mrs K Clarke - Secretary

26 August 2026

Opinion

We have audited the financial statements of Clarke Group Construction Limited (the 'company') for the year ended 30 November 2025 which comprise the Statement of Income and Retained Earnings, Balance Sheet, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 30 November 2025 and of its profit 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the 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 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 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies 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 the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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

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

-	the 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 Statement of Directors' Responsibilities set out on page four, 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 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 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 company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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:

- we have enquired of those charged with governance around actual and potential litigation and claims.

- we have reviewed financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

- enquired of staff engaged in the completion of VAT, tax and compliance work to identify any instances of non compliance with laws and regulations.

- audited the risk of management override of controls including review of journal entries and large or unusual transactions, evaluating the business rationale of any significant transactions outside the course of business.

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

Mrs Nicola Michelle Lenton FCCA (Senior Statutory Auditor)

for and on behalf of Dexter & Sharpe Audit Services Ltd

(Statutory Auditor)

Rollestone House

Bridge Street

Horncastle

Lincolnshire

LN9 5HZ

26 August 2026

TURNOVER

2

37,059,077

25,282,704

Cost of sales

(30,606,692

)

(20,124,755

)

GROSS PROFIT

6,452,385

5,157,949

Administrative expenses

(1,649,624

)

(1,364,372

)

4,802,761

3,793,577

Other operating income

(12,283

)

(14,156

)

OPERATING PROFIT

4

4,790,478

3,779,421

Interest receivable and similar income

57,518

27,689

4,847,996

3,807,110

Interest payable and similar expenses

5

(55,144

)

(48,975

)

PROFIT BEFORE TAXATION

4,792,852

3,758,135

Tax on profit

6

(1,168,979

)

(859,918

)

PROFIT FOR THE FINANCIAL YEAR

3,623,873

2,898,217

Retained earnings at beginning of year

6,581,470

3,832,453

Dividends

7

(79,200

)

(149,200

)

RETAINED EARNINGS AT END OF YEAR

10,126,143

6,581,470

FIXED ASSETS

Tangible assets

8

2,117,390

1,399,563

CURRENT ASSETS

Stocks

9

4,827,270

2,245,210

Debtors

10

5,168,407

3,235,583

Cash at bank and in hand

4,736,473

5,505,256

14,732,150

10,986,049

CREDITORS

Amounts falling due within one year

11

5,602,278

5,002,178

NET CURRENT ASSETS

9,129,872

5,983,871

TOTAL ASSETS LESS CURRENT LIABILITIES

11,247,262

7,383,434

CREDITORS

Amounts falling due after more than one year

12

(596,031

)

(437,401

)

PROVISIONS FOR LIABILITIES

16

(508,671

)

(343,146

)

ACCRUALS AND DEFERRED INCOME

17

(15,417

)

(20,417

)

NET ASSETS

10,127,143

6,582,470

CAPITAL AND RESERVES

Called up share capital

18

666

666

Capital redemption reserve

19

334

334

Retained earnings

19

10,126,143

6,581,470

SHAREHOLDERS' FUNDS

10,127,143

6,582,470

The financial statements were approved by the Board of Directors and authorised for issue on 26 August 2026 and were signed on its behalf by:

P R Clarke - Director

S Clarke - Director

Cash flows from operating activities

Cash generated from operations

1

837,405

5,316,063

Interest paid

(13,509

)

(21,780

)

Interest element of hire purchase payments paid

(41,635

)

(27,195

)

Tax paid

(901,767

)

(556,867

)

Net cash from operating activities

(119,506

)

4,710,221

Cash flows from investing activities

Purchase of tangible fixed assets

(206,092

)

(276,299

)

Sale of tangible fixed assets

167,501

83,190

Interest received

57,518

27,689

Net cash from investing activities

18,927

(165,420

)

Cash flows from financing activities

Loan repayments in year

(130,000

)

(130,000

)

Capital repayments in year

(465,955

)

(322,307

)

Intercompany loan repayments

1,951

913,011

Release of deferred government grant

5,000

4,583

Equity dividends paid

(79,200

)

(149,200

)

Net cash from financing activities

(668,204

)

316,087

(Decrease)/increase in cash and cash equivalents

(768,783

)

4,860,888

Cash and cash equivalents at beginning of year

2

5,505,256

644,368

Cash and cash equivalents at end of year

2

4,736,473

5,505,256

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit before taxation

4,792,852

3,758,135

Depreciation charges

376,046

308,797

Profit on disposal of fixed assets

(41,629

)

(31,286

)

Government grants

(5,000

)

(4,583

)

Finance costs

55,144

48,975

Finance income

(57,518

)

(27,689

)

5,119,895

4,052,349

Increase in stocks

(2,582,060

)

(808,784

)

Increase in trade and other debtors

(1,934,775

)

(448,446

)

Increase in trade and other creditors

234,345

2,520,944

Cash generated from operations

837,405

5,316,063

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 30 November 2025

30.11.25

1.12.24

£

£

Cash and cash equivalents

4,736,473

5,505,256

Year ended 30 November 2024

30.11.24

1.12.23

£

£

Cash and cash equivalents

5,505,256

644,368

3.	ANALYSIS OF CHANGES IN NET FUNDS

Other

non-cash

At 1.12.24

Cash flow

changes

At 30.11.25

£

£

£

£

Net cash

Cash at bank

and in hand

5,505,256

(768,783

)

4,736,473

5,505,256

(768,783

)

4,736,473

Debt

Finance leases

(661,679

)

465,955

-

(1,209,377

)

Debts falling due

within 1 year

(130,000

)

54,166

-

(75,834

)

Debts falling due

after 1 year

(75,834

)

75,834

-

-

(867,513

)

595,955

-

(1,285,211

)

Total

4,637,743

(172,828

)

-

3,451,262

1.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover comprises the value of contracting work executed during the year plus the invoiced value of other sales. The value of contracting work is based on measured valuations , incorporating profit earned to the valuation date and adjusted for any anticipated losses. Other sales are invoiced upon performance of the services provided.

The amount by which recorded turnover on uncompleted contracts is in excess of payments on account is classified as amounts recoverable on contracts and separately disclosed in work in progress.

The amount by which payments on account on uncompleted contracts is in excess of recorded turnover is classified as contract payments on account and disclosed in creditors.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Freehold property

-

10% on cost

Plant and machinery

-

20% on reducing balance

Fixtures and fittings

-

20% on reducing balance

Motor vehicles

-

25% on reducing balance

Stocks and work in progress

Work in progress and sites awaiting development and development properties are stated at the lower of cost and net realisable value. Cost comprises costs of land and costs of development. Net realisable value incorporates expected costs to completion and disposal. Provision is made against all categories of work in progress where it is anticipated that cost will not be fully recovered against future disposals.

Raw materials and consumables are stated at the lower of cost and net realisable value.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

2.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2025

2024

£

£

Construction contracts

37,059,077

25,282,704

37,059,077

25,282,704

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

1,434,719

1,237,482

Social security costs

170,715

125,384

Other pension costs

54,520

46,486

1,659,954

1,409,352

The average number of employees during the year was as follows:

2025

2024

Administration

6

6

Construction

29

27

Directors

2

2

37

35

2025

2024

£

£

Directors' remuneration

17,264

61,264

Directors' pension contributions to money purchase schemes

24,000

24,000

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

2

4.	OPERATING PROFIT

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

2025

2024

£

£

Depreciation - owned assets

164,135

140,151

Depreciation - assets on hire purchase contracts

211,912

168,648

Profit on disposal of fixed assets

(41,629

)

(31,286

)

Auditors' remuneration

11,000

7,500

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank interest

-

722

Bank loan interest

9,917

21,058

HMRC interest

3,592

-

Hire purchase

41,635

27,195

55,144

48,975

6.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

1,003,454

635,681

Deferred tax

165,525

224,237

Tax on profit

1,168,979

859,918

7.

DIVIDENDS

2025

2024

£

£

Ordinary shares of 1 each

Interim

79,200

149,200

8.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

Plant and

and

Motor

property

machinery

fittings

vehicles

Totals

£

£

£

£

£

COST

At 1 December 2024

86,249

1,730,031

84,299

444,398

2,344,977

Additions

-

804,434

6,150

409,161

1,219,745

Disposals

-

(351,500

)

(6,606

)

(94,113

)

(452,219

)

At 30 November 2025

86,249

2,182,965

83,843

759,446

3,112,503

DEPRECIATION

At 1 December 2024

63,308

647,508

58,617

175,981

945,414

Charge for year

3,101

269,338

5,592

98,016

376,047

Eliminated on disposal

-

(278,977

)

(5,181

)

(42,190

)

(326,348

)

At 30 November 2025

66,409

637,869

59,028

231,807

995,113

NET BOOK VALUE

At 30 November 2025

19,840

1,545,096

24,815

527,639

2,117,390

At 30 November 2024

22,941

1,082,523

25,682

268,417

1,399,563

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Plant and

Motor

machinery

vehicles

Totals

£

£

£

COST

At 1 December 2024

793,417

184,615

978,032

Additions

780,383

233,270

1,013,653

Transfer to ownership

-

(105,000

)

(105,000

)

At 30 November 2025

1,573,800

312,885

1,886,685

DEPRECIATION

At 1 December 2024

127,999

40,649

168,648

Charge for year

186,630

25,282

211,912

Transfer to ownership

-

(24,063

)

(24,063

)

At 30 November 2025

314,629

41,868

356,497

NET BOOK VALUE

At 30 November 2025

1,259,171

271,017

1,530,188

At 30 November 2024

665,418

143,966

809,384

9.

STOCKS

2025

2024

£

£

Stocks

4,827,270

2,245,210