REGISTERED NUMBER: 01157216 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 December 2025

for

Kelston Sparkes Contractors Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Statement of Directors' Responsibilities

4

Report of the Independent Auditors

5

Statement of Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

13

DIRECTORS:

A K Sparkes

R Stark

D Swann

K D Stark

SECRETARY:

R Stark

REGISTERED OFFICE:

Bromley

Stanton Drew

Bristol

Somerset

BS39 4DE

REGISTERED NUMBER:

01157216 (England and Wales)

SENIOR STATUTORY AUDITOR:

Michael Cook BSc FCA

AUDITORS:

A C Mole LLP

Chartered Accountants

& Statutory Auditor

Stafford House

Blackbrook Park Avenue

Taunton

Somerset

TA1 2PX

The directors present their strategic report for the year ended 31 December 2025.

REVIEW OF BUSINESS

The results for the year and financial position of the company are shown in the annexed financial statements.

The company undertakes comprehensive business planning to define long term strategic objectives and goals. Annual budgets and operational plans are prepared utilising financial Key Performance Indicators ("KPI's"). Business performance, measured by KPI's (including monitoring of actual results against budget targets) and bank balances is reported to the directors on a monthly basis.

The turnover for the company for the year was £39,605,378 (2024 - £50,932,391) and the gross profit margin achieved was 16.6% (2024 - 15.8%).

As expected in 2025 the company has seen turnover fall back but as predicted gross margins have been increased due to the make up of work undertaken.

The Directors anticipate that the company will trade profitably for the forthcoming year.

PRINCIPAL RISKS AND UNCERTAINTIES

As with any business, Kelston Sparkes Contractors Limited faces a number of risks and uncertainties in the course of its day to day operations. By effectively identifying and managing these risks their effects can be mitigated.

The principal risk to the company is a deterioration in demand from the UK Construction Industry. Any deterioration in economic conditions may significantly decrease demand which could have a material effect on revenues, margins, profits and debt levels.

The Directors also constantly monitor the state of receivables, as this remains a key factor in protecting the company's cash flow in the short and medium term.

FUTURE DEVELOPMENTS

The directors will continue to monitor costs closely in order to maintain profitability, whilst not compromising on quality and service. The directors will also continue to diversify into new products and markets when appropriate.

ON BEHALF OF THE BOARD:

R Stark - Director

18 August 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of earth-moving contractors.

DIVIDENDS

An interim dividend of 9.06 per share was paid on . The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 December 2025 will be £ 2,000,000 .

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

A K Sparkes

R Stark

D Swann

K D Stark

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The directors are responsible for monitoring financial risk. Appropriate policies have been developed and implemented to identify, evaluate and manage the key risks.

a) Price risk - The company is exposed to price risk as a result of its operations. Due to the economic climate the company has to quote competitive prices to win work. The directors are aware of the risks in selling and providing services at low margins and as the trading environment improves the directors will consider improving margins.

b) Credit risk - The company has implemented policies that require appropriate credit checks on customers before contracts are entered into. The credit given to customers is subject to limits which are determined and reassessed by the directors.

c) Liquidity risk - The company is reliant upon the continued support of its bankers. Budgets and cash flow projections are prepared and regularly monitored to ensure that the company operates within these facilities.

d) Interest rate cash flow risk - The company has a bank overdraft facility which is repayable on demand. The interest charged on the overdraft is at a competitive rate of interest.

e) Economic risk - The company's performance is directly impacted by the economic environment. In order to manage this risk the company strives to deliver competitively priced services. The company is actively concentrating on improving efficiency and reducing costs.

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, A C Mole LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

R Stark - Director

18 August 2026

The directors are responsible for preparing the Strategic report, the directors' 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 elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards) and applicable law, including Financial Reporting Standard 102 Reduced Disclosure Framework (FRS 102).

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;

-

state whether applicable United Kingdom Accounting Standards, including FRS 102, have been followed, subject to any material departures disclosed and explained in the financial statements;

-

notify the company's shareholders in writing about the use of disclosure exemptions, if any, of FRS 102 used in the preparation of financial statements; and

-

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.

Opinion

We have audited the financial statements of Kelston Sparkes Contractors Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, 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 31 December 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, the Report of the Directors and the Statement of Directors' Responsibilities, 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:

Identifying and assessing potential risks of material misstatement due to irregularities.

We considered the following when identifying and assessing risks of material misstatement due to irregularities,

including fraud and non-compliance with laws and regulations;

- the legal and regulatory framework within which the business operates

- the nature of the industry in which the business operates

- the control environment and internal controls established to mitigate such risks

- the results of our enquiries of management about their own identification and assessment of risks of irregularities

- discussions within the audit engagement team and with the group auditors about where fraud might occur.

Laws and regulations which are considered to be significant to the entity include those relating to the construction

industry, the requirements of the financial reporting framework FRS 102, the Companies Act 2006 and UK tax

legislation. In addition we considered other laws and regulations which may not directly impact the financial statements but may impact on the operations of the company, such as the changes arising following Brexit.

As a result of these procedures we concluded that the greatest potential for material misstatements due to fraud arose in respect of sales being overstated. In common with all audits under International Auditing Standards we also

concluded that a risk in relation to the potential for management override of controls existed.

Audit responses to the risks identified

We undertook audit procedures to respond to the risks identified, and designed our audit testing to respond to these

risks. The additional procedures we undertook included the following:

- Gaining an understanding of the company's procedures for ensuring compliance with laws and regulations.

- Controls testing over sales

- Substantive and additional testing of provisions on work in progress

- Testing the appropriateness of journal entries and other adjustments

- Considering whether accounting estimates were indicative of potential bias

- Considering any transactions which arose outside the normal course of business

- Making enquiries of management

- Corroborating our enquiries through the review of Board Minutes and review of correspondence.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team

members. We remained alert to any indications of fraud or non-compliance with laws and regulations throughout the

audit.

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.

Use of our report

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

Michael Cook BSc FCA (Senior Statutory Auditor)

For and on behalf of A C Mole LLP

Chartered Accountants

& Statutory Auditor

Stafford House

Blackbrook Park Avenue

Taunton

Somerset

TA1 2PX

19 August 2026

TURNOVER

4

39,605,378

50,932,391

Cost of sales

33,026,402

42,903,048

GROSS PROFIT

6,578,976

8,029,343

Administrative expenses

3,471,622

3,208,628

3,107,354

4,820,715

Other operating income

1,119,484

871,044

OPERATING PROFIT

6

4,226,838

5,691,759

Interest receivable and similar income

991,468

813,685

5,218,306

6,505,444

Interest payable and similar expenses

7

89,133

25,549

PROFIT BEFORE TAXATION

5,129,173

6,479,895

Tax on profit

8

444,533

-

PROFIT FOR THE FINANCIAL YEAR

4,684,640

6,479,895

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

4,684,640

6,479,895

CURRENT ASSETS

Debtors: amounts falling due within one year

10

11,328,753

8,939,995

Debtors: amounts falling due after more than one year

10

16,584,775

12,538,098

Cash at bank

1,000

34,345

27,914,528

21,512,438

CREDITORS

Amounts falling due within one year

11

10,500,179

8,311,863

NET CURRENT ASSETS

17,414,349

13,200,575

TOTAL ASSETS LESS CURRENT LIABILITIES

17,414,349

13,200,575

CREDITORS

Amounts falling due after more than one year

12

1,937,747

408,613

NET ASSETS

15,476,602

12,791,962

CAPITAL AND RESERVES

Called up share capital

14

276,000

276,000

Retained earnings

15

15,200,602

12,515,962

SHAREHOLDERS' FUNDS

15,476,602

12,791,962

The financial statements were approved by the Board of Directors and authorised for issue on 18 August 2026 and were signed on its behalf by:

R Stark - Director

K D Stark - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

276,000

6,036,067

6,312,067

Changes in equity

Total comprehensive income

-

6,479,895

6,479,895

Balance at 31 December 2024

276,000

12,515,962

12,791,962

Changes in equity

Dividends

-

(2,000,000

)

(2,000,000

)

Total comprehensive income

-

4,684,640

4,684,640

Balance at 31 December 2025

276,000

15,200,602

15,476,602

Cash flows from operating activities

Cash generated from operations

1

3,581,863

4,458,565

Net cash from operating activities

3,581,863

4,458,565

Cash flows from investing activities

Interest received

991,468

813,685

Net cash from investing activities

991,468

813,685

Cash flows from financing activities

(Increase) in intergroup debtors

(4,046,677

)

(5,357,437

)

Increase in intergroup creditors

1,529,134

135,549

Interest paid

(89,133

)

(25,549

)

Equity dividends paid

(2,000,000

)

-

Net cash from financing activities

(4,606,676

)

(5,247,437

)

(Decrease)/increase in cash and cash equivalents

(33,345

)

24,813

Cash and cash equivalents at beginning of year

2

34,345

9,532

Cash and cash equivalents at end of year

2

1,000

34,345

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

2025

2024

£

£

Profit before taxation

5,129,173

6,479,895

Decrease/(Increase) on contracts

858,765

(2,668,101

)

Finance costs

89,133

25,549

Finance income

(991,468

)

(813,685

)

5,085,603

3,023,658

Increase in trade and other debtors

(3,247,523

)

(1,880,095

)

Increase in trade and other creditors

1,743,783

3,315,002

Cash generated from operations

3,581,863

4,458,565

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 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

1,000

34,345

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

34,345

9,532

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank

34,345

(33,345

)

1,000

34,345

(33,345

)

1,000

Total

34,345

(33,345

)

1,000

1.	STATUTORY INFORMATION

Kelston Sparkes Contractors Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

The company is an earth-moving contractor.

2.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with UK accounting standards, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ("FRS 102") and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparation

The financial statements have been prepared under the historical cost convention.

Related party exemption

The company has taken advantage of the exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover represents net invoiced contracting services excluding VAT. Where revenue has been earned but not yet invoiced an appropriate proportion of revenue is recognised and an amount included within debtors as amounts recoverable on contracts.

Taxation

The taxation expense for the period comprises current and deferred tax recognised in the reporting period. 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. In this case tax is also recognised in other comprehensive income or directly into equity respectively.

i) Current tax

Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

ii) Deferred tax

Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.

Deferred tax is recognised on all timing differences at the balance sheet date, except for certain exceptions. Unrelieved tax losses and other deferred tax assets are only recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions to a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense when they fall due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.

Other operating income

Other operating income consists of recharges of salaries to other group companies and reflect the time that individuals have worked for those companies throughout the year.

Financial instruments

i) Financial assets

Basic financial assets, including trade and other receivables and cash and bank balances are initially recognised at transaction price and subsequently measured at amortised cost.

At the balance sheet date financial assets are assessed for evidence of impairment. If an asset is impaired the impairment loss is recognised in the income statement.

ii) Financial liabilities

Basic financial liabilities, including trade and other payables and bank overdrafts, are initially recognised at transaction price and subsequently measured at amortised cost.

Critical accounting judgements and estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses.

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. Having given due consideration to the estimates and assumptions that form part of the carrying amounts of assets and liabilities within the financial statements, the directors are of the opinion that the only material judgement or estimate relates to forecast profit margins on long term contracts. The accounting policy for long term contracts is summarised above.

As at 31 December 2025 the cost accrual in relation to long term contracts amounted to £4,365,000 (2024: £3,500,000).

Management forecast total contract profit margins based on their experience of the industry, the specific contract, and contract performance to date. Where appropriate, contract performance after the balance sheet date is also taken into account. However, contracts may span a number of years, and actual profit margins could be materially different to those forecast.

4.

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

£

£

Services

39,605,378

50,932,391

39,605,378

50,932,391

5.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Directors' remuneration

170,844

138,757

Directors' pension contributions to money purchase schemes

2,642

2,642

Employee costs during year:

2025

2024

£

£

Wages and salaries

2,396,527

2,465,567

Social security

323,591

231,518

Pensions

473,975

44,491

3,194,093

2,741,576

Average number of persons employed

No.

No.

Administration

31

26

Site personnel

12

16

43

42

Key management compensation

Key management includes the directors and members of senior management. The compensation paid to key management for their services totalled £1,090,431 (2024 - £1,183,715).

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

Money purchase schemes

2

2

6.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Auditors' remuneration of company

5,400

4,725

Auditors' remuneration taxation compliance services

1,125

790

Auditors' remuneration non-audit services

2,610

1,930

Hire of plant and machinery

9,830,277

9,716,867

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Inter-company interest

89,133

25,549

8.

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

444,533

-

Tax on profit

444,533

-

UK corporation tax has been charged at 25% (2024 - 25%).

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£

£

Profit before tax

5,129,173

6,479,895

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

1,282,293

1,619,974

Effects of:

Expenses not deductible for tax purposes

433

220

enhanced expenditure

credit

Group relief

(838,193

)

(1,620,194

)

Total tax charge

444,533

-

9.

DIVIDENDS

2025

2024

£

£

Ordinary shares of £1 each

Interim

2,000,000

-

10.

DEBTORS

2025

2024

£

£

Amounts falling due within one year:

Trade debtors

6,337,894

3,510,348

Amounts recoverable on contracts

4,529,451

5,388,216

Other debtors

32,295

1,916

VAT

429,113

39,515

11,328,753

8,939,995

Amounts falling due after more than one year:

Amounts owed by group undertakings

16,584,775

12,538,098

Aggregate amounts

27,913,528

21,478,093

A formal agreement is in place to charge interest at a commercial market rate of 2.25% above Bank of England base rate on inter-company loan balances. Inter-company loans are not repayable on demand and therefore are treated as falling due in more than one year.

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

4,069,778

3,498,608

Tax

444,533

-

Social security and other taxes

97,264

82,951

Accruals and deferred income

5,888,604

4,730,304

10,500,179

8,311,863