Company No:
Contents
| DIRECTORS | M Whittaker |
| J Whittaker | |
| K Whittaker |
| SECRETARY | Stronachs Secretaries Limited |
| REGISTERED OFFICE | 28 Albyn Place |
| Aberdeen | |
| AB10 1YL | |
| United Kingdom |
| BUSINESS ADDRESS | Upper Hindwells |
| Stonehaven | |
| Aberdeenshire | |
| AB39 3UT |
| COMPANY NUMBER | SC355700 (Scotland) |
| AUDITOR | Hall Morrice LLP |
| Statutory Auditor | |
| 6 & 7 Queens Terrace | |
| Aberdeen | |
| AB10 1XL |
| BANKERS | Royal Bank of Scotland |
| Marischal Square | |
| Broad Street | |
| Aberdeen | |
| AB10 1BA |
The directors present their Strategic Report for the financial year ended 31 December 2025.
REVIEW OF THE BUSINESS
The group was founded in 1983 by Ken and Janet Whittaker. Through the intervening years, the group has grown into a respectable and reliable contributor in the Oil and Gas industry.
The group's primary goal is to have a skilled and fulfilled workforce with a broad range of trusting customers.
The directors believe that economic success and profitability will follow as a result. The results for the year and financial position of the group are shown in the annexed accounts.
RESULTS AND PERFORMANCE
The group's revenue increased by 14% due to a change in demand for onshore and offshore work compared with the previous year. The group also landed projects which were outside the usual oil and gas scope of manufacture, repairs and maintenance. This was a result of the group's continued work in identifying innovative engineering ideas and procedures to maintain its robust specialised services. The group generated a £798k profit before tax due to the increased revenues combined with an 6% increase in gross margin and an 80% reduction in the group's Research and Development Expenditure. The group is continuing it’s Research and Development activities to help secure the group's future in the anticipated transition to renewables. The group continues to hold patents for its heat pump covering the UK, China, USA & Europe and approval is still pending with Canada.
The group has continued to undertake UK and overseas work and continues to develop existing and new customer relationships to maintain its access to other markets.
KEY PERFORMANCE INDICATORS ('KPIS')
The group regularly reviews its management accounts and closely monitors its financial performance indicators, particularly cashflow, revenues, gross margins and overheads. In 2025 management introduced KPI targets for Safety, Quality and Delivery to help enable the group to achieve its set strategy.
The group also continually monitors its health and safety procedures to maintain ISO 45001:2015. The directors believe a safe environment is essential for its highly skilled and motivated employees.
PRINCIPAL RISKS AND UNCERTAINTIES
The group provides services primarily, although not exclusively, to the North Sea Oil industry and it is renowned within the industry for the quality of services it provides. The main uncertainties the business face are: a volatile oil price due to changing political policies and ongoing Ukraine war; and a change in market conditions due to the transition to renewables.The main risks these uncertainties pose is a significant decline in turnover, a reduced customer base, significant increase in costs, increased customer default and delayed lead times resulting in liquidity issues.
To reduce the risk of falling turnover the group has continued to seek new opportunities in and out of the worldwide Oil and Gas Sector to lessen the impact of a potential fall in oil price and diversify the existing customer base. To reduce the risk of increased costs the group maintains a diverse range of suppliers from which supplies can be obtained and maintains good communications with existing customers and suppliers.
To reduce liquidity issues due to customer default and delayed lead times the group follows a robust credit control process, regularly monitors forecasted cash with actuals and monitors and reviews credit limits while working with customers and suppliers to achieve mutually agreeable payment terms.
FUTURE DEVELOPMENTS
The group will continue working to maintain its worldwide reputation for a reliable and good quality service. While continuing its normal commercial activities largely in the Oil and Gas Industry it will continue to search and land opportunities in other markets and industries. This combined with research and development opportunities will put the group in a good position to ensure it can diversify as current markets and demands change overtime.
Approved by the Board of Directors and signed on its behalf by:
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K Whittaker
Director |
The directors present their annual report on the affairs of the company and the group, together with the financial statements and auditors’ report, for the financial year ended 31 December 2025.
PRINCIPAL ACTIVITIES
DIVIDENDS
No dividend was paid for the current financial year (2024: £Nil).
DIRECTORS
The directors, who served during the financial year and to the date of this report except as noted, were as follows:
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AUDITOR
Each of the persons who is a director at the date of approval of this report confirms that:
* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and
* The director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.
Hall Morrice LLP have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.
Approved by the Board of Directors and signed on its behalf by:
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K Whittaker
Director |
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 elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. 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 group and of the profit or loss of the group for that financial 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 UK 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 will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company and group's transactions and disclose with reasonable accuracy at any time the financial position of the company and group and enable them to ensure that the financial statements comply with the Companies Act 2006. The directors are also responsible for safeguarding the assets of the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
We have audited the financial statements of Whittaker Group Limited (the ‘parent company’) and its subsidiaries (the ‘group’) for the financial year ended 31 December 2025, which comprise the Consolidated Profit and Loss Account, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated Statement of Cash Flows, the accounting policies, and the related notes 1 to 24, 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 of Whittaker Group Limited (the ‘company’):
* Give a true and fair view of the state of the company and group's affairs as at 31 December 2025 and of the group's profit for the financial year then ended;
* Have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"; and
* Have been prepared in accordance with the requirements of the Companies Act 2006.
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 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 group 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 directors are responsible for the other information. The other information comprises the information in 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 Directors' Report 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.
In the light of the knowledge and understanding of the group and parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
* Adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
* The parent company financial statements are not in agreement with the accounting records and returns; or
* Certain disclosures of 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’ Responsibilities Statement, 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 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 and parent company or to cease operations, or have no realistic alternative but to do so.
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.
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.
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
In identifying and assessing the risk of material misstatement due to non-compliance with laws and regulations we have:
* Ensured that the engagement team had the appropriate competence, capabilities and skills to identify or recognise non-compliance with laws and regulations;
* Identified the laws and regulations applicable to the entity through discussions with directors and management and through our own knowledge of the sector;
* Focused on the specific laws and regulations we consider may have a direct effect on the financial statements, including FRS 102, the Companies Act 2006 and tax compliance regulations;
* Focused on the specific laws and regulations we consider may have an indirect effect on the financial statements that are central to the entity's ability to trade including those relating to Health & Safety and Employment Law;
* Reviewed the financial statement disclosures and tested to supporting documentation to assess compliance with applicable laws and regulations;
* Made enquiries of management and inspected legal correspondence;
* Reviewed minutes of meetings of those charged with governance; and
* Ensured the engagement team remained alert to instances of non-compliance throughout the audit.
In identifying and assessing the risk of material misstatement due to irregularities, including fraud and how it may occur, and the potential for management bias and the override of controls we have:
* Obtained an understanding of the entity's operations, including the nature of its revenue sources and of its objectives and strategies, to understand the classes of transactions, account balances, expected financial disclosures and business risks that may result in risk of material misstatement;
* Obtained an understanding of the internal controls in place to mitigate risks of irregularities, including fraud;
* Vouched balances and reconciling items in key control account reconciliations to supporting documentation;
* Carried out detailed testing, on a sample basis, to verify the completeness, occurrence, existence and accuracy of transactions and balances;
* Carried out detailed testing to verify the completeness, occurrence, validity, existence and accuracy of income including cut-off testing and ensuring income recognition is in line with stated accounting policies;
* Made enquiries of management as to where they consider there was a susceptibility to fraud, and their knowledge of any actual, suspected or alleged fraud;
* Tested journal entries to identify any unusual transactions;
* Performed analytical procedures to identify any significant or unusual transactions;
* Investigated the business rationale behind any significant or unusual transactions; and
* Evaluated the appropriateness of accounting policies and the reasonableness of accounting estimates.
We did not identify any matters relating to non-compliance with laws and regulations, or relating to fraud.
Because of the inherent limitations of an audit, there is an unavoidable risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. The risk of not detecting a material misstatement due to fraud is inherently more difficult than detecting those that result from error as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. In addition, the further removed any non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
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 an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
For and on behalf of
Statutory Auditor
Aberdeen
AB10 1XL
| Note | 2025 | 2024 | ||
| £ | £ | |||
| Turnover | 3 |
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| Cost of sales | (
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| Gross profit |
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| Administrative expenses | (
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| Other operating income | 4 |
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| Operating profit/(loss) |
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| Interest receivable and similar income | 5 |
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| Interest payable and similar expenses | 5 | (
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| Profit/(loss) before taxation | 6 |
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| Tax on profit/(loss) | 10 | (
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| Profit/(loss) for the financial year |
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| £ | £ | |||
| Profit/(loss) for the financial year |
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| Other items of other comprehensive income | (
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| Other comprehensive (loss)/income | (14,408) | 98,668 | ||
| Total comprehensive income/(loss) |
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| Note | 2025 | 2024 | ||
| £ | £ | |||
| Fixed assets | ||||
| Intangible assets | 12 |
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| Tangible assets | 13 |
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| 7,323,208 | 7,366,857 | |||
| Current assets | ||||
| Stocks | 15 |
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| Debtors | 16 |
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| Cash at bank and in hand |
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| 6,776,865 | 5,042,431 | |||
| Creditors: amounts falling due within one year | 17 | (
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| Net current assets | 4,138,578 | 3,681,281 | ||
| Total assets less current liabilities | 11,461,786 | 11,048,138 | ||
| Creditors: amounts falling due after more than one year | 18 | (
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| Provision for liabilities | 19 | (
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| Net assets | 9,881,557 | 9,625,932 | ||
| Capital and reserves | 20 | |||
| Called-up share capital |
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| Other reserves |
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| Profit and loss account |
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| Total shareholders' funds | 9,881,557 | 9,625,932 |
The financial statements of Whittaker Group Limited (registered number:
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K Whittaker
Director |
| Note | 2025 | 2024 | ||
| £ | £ | |||
| Fixed assets | ||||
| Tangible assets | 13 |
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| Investments | 14 |
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| 9,600 | 10,716 | |||
| Current assets | ||||
| Debtors | 16 |
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| Cash at bank and in hand |
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| 1,419,887 | 1,439,818 | |||
| Creditors: amounts falling due within one year | 17 | (
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| Net current assets | 1,402,707 | 1,423,605 | ||
| Total assets less current liabilities | 1,412,307 | 1,434,321 | ||
| Net assets | 1,412,307 | 1,434,321 | ||
| Capital and reserves | 20 | |||
| Called-up share capital |
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| Profit and loss account |
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| Total shareholders' funds | 1,412,307 | 1,434,321 |
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Profit and Loss Account in these financial statements. The loss of the parent company was £22,014 (2024: loss of £22,052).
The financial statements of Whittaker Group Limited (registered number:
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K Whittaker
Director |
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| Called-up share capital | Profit and loss account | Total | |||
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| Loss for the financial year |
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| At 31 December 2025 |
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| 2025 | 2024 | ||
| £ | £ | ||
| Operating profit/(loss) |
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| Adjustment for: | |||
| Depreciation and amortisation |
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| (Profit)/loss on sale of plant and equipment | (
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| Revaluation of property, plant and equipment | (
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| Operating cash flows before movement in working capital |
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| (Increase)/decrease in stocks | (
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| Cash generated by operations |
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| Income taxes received |
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| Interest paid | (
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| Cash flows from investing activities | |||
| Proceeds from sale of plant and machinery |
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| Purchase of plant and machinery | (
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| Purchase of intangible assets |
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| Proceeds from sale of intangible assets |
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| Receipts arising from loans made | 0 | 14,962 | |
| Net cash flows from investing activities | (
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| Cash flows from financing activities | |||
| Repayments of borrowings | (
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| Payment of finance leases obligations | (151,062) | (120,677) | |
| Net cash flows from financing activities | (
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| Net increase/(decrease) in cash and cash equivalents |
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| Cash and cash equivalents at beginning of year |
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| Effect of foreign exchange rate changes | (
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| Reconciliation to cash at bank and in hand: | |||
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The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.
Whittaker Group Limited (the group) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in Scotland. The address of the group's registered office is 28 Albyn Place, Aberdeen, AB10 1YL, United Kingdom. The principal place of business is Upper Hindwells, Stonehaven, Aberdeenshire, AB39 3UT. These financial statements comprise the consolidated financial statements of the company and its subsidiary undertakings (together referred to as "the Group").
The principal activities are set out in the Strategic Report.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and Republic of Ireland issued by the Financial Reporting Council and the requirements of the Companies Act 2006.
The financial statements are presented in pounds sterling which is the functional currency of the group and rounded to the nearest £.
At the time of approving the financial statements, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least twelve months from the date of signing the financial statements. Thus the directors have continued to adopt the going concern basis of accounting in preparing the financial statements.
The Group financial statements consolidate the financial statements of the parent company Whittaker Group Limited, together with all entities controlled by the parent company (its subsidiaries). All financial statements are drawn up to 31 December each year. The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed.
Business combinations are accounted for under the purchase method. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group. All intra-group transactions, balances, income and expenses are eliminated on consolidation. In accordance with Section 35 of FRS 102, Section 19 of FRS 102 has not been applied in these financial statements in respect of business combinations effected prior to the date of transition.
Group accounts exemption s400
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 amounts in these financial statements are rounded to the nearest £.
The company is a qualifying entity for the purposes of FRS 102, being the parent of a group that 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 for parent company information presented within the consolidated financial statements:
•Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
•Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
•Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ –Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income.
•Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for:
* exchange differences on transactions entered into to hedge certain foreign currency risks (see above); and
* exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
Short term benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised as an expense when the group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Defined contribution schemes
For defined contribution schemes the amounts charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits are the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are shown as either accruals or prepayments in the Balance Sheet.
Other long-term employee benefits are measured at the present value of the benefit obligation at the reporting date.
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the Balance Sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the Balance Sheet date. Timing differences are differences between the group's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
When the amount that can be deducted for tax for an asset that is recognised in a business combination is less (more) than the value at which it is recognised, a deferred tax liability (asset) is recognised for the additional tax that will be paid (avoided) in respect of that difference. Similarly, a deferred tax asset (liability) is recognised for the additional tax that will be avoided (paid) because of a difference between the value at which a liability is recognised and the amount that will be assessed for tax.
Deferred tax liabilities are recognised for timing differences arising from investments in subsidiaries and associates, except where the group is able to control the reversal of the timing difference and it is probable that it will not reverse in the foreseeable future.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date that are expected to apply to the reversal of the timing difference. Deferred tax relating to property, plant and equipment is measured using the revaluation model and investment property is measured using the tax rates and allowances that apply to the sale of the asset.
Where items recognised in the Statement of Comprehensive Income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income.
Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the group intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset only if: a) the group has a legally enforceable right to set off current tax assets against current tax liabilities; and b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on the group and the group intends either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.
| Trademarks, patents and licences | not amortised |
Intangible assets acquired as part of a business combination are measured at fair value at the acquisition date.
| Land and buildings |
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| Leasehold improvements |
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| Plant and machinery |
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| Vehicles |
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| Computer equipment |
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| Assets in the course of construction |
not depreciated |
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 credited or charged to profit or loss.
The group as lessee
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.
Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.
Non-financial assets
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). The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Financial assets
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Investments are recognised initially at fair value which is normally the transaction price excluding transaction costs. Subsequently, they are measured at fair value through profit or loss if the shares are publicly traded or their fair value can otherwise be measured reliably. Other investments are measured at cost less impairment.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
Financial assets and financial liabilities are recognised when the group becomes a party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the group intends either 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 initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the group transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the group, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
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. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments
Equity instruments issued by the group are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
Government grants are recognised based on the performance model and are measured at the fair value of the asset received or receivable when there is reasonable assurance that the group will comply with conditions attaching to them and the grants will be received.
A grant that specifies performance conditions is recognised in income only when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the grant proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Balance Sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
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 revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period.
In the application of the group’s accounting policies, which are described in note 1, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 financial year in which the estimate is revised if the revision affects only that period, or in the financial year
of the revision and future periods if the revision affects both current and future periods.
Critical judgements in applying the group’s accounting policies
The following are the critical judgements, apart from those involving estimations (which are dealt with separately below), that the directors have made in the process of applying the group’s accounting policies and that have the most significant effect on the amounts recognised in the financial statements.
An estimation of costs to complete; and
An estimation of the remaining revenues.
The assessments include a degree of uncertainty and therefore if the key judgements and estimates change unfavourably, write-down of stock and work in progress may be necessary. At 31 December 2025, the directors and management concluded their reviews and are satisfied that stock and work in progress are appropriately stated within the financial statements.
Breakdown by business class
An analysis of the group's turnover by class of business is set out below.
| 2025 | 2024 | ||
| £ | £ | ||
| Offshore labour | 4,930,609 | 2,437,130 | |
| Machining, fabrication and mechanical | 10,148,691 | 10,258,707 | |
| Materials | 280,190 | 636,581 | |
| Engineering design | 264,901 | 400,268 | |
| 15,624,391 | 13,732,686 |
Breakdown by geographical market:
An analysis of the group's turnover by geographical market is set out below.
| 2025 | 2024 | ||
| £ | £ | ||
| United Kingdom | 14,506,039 | 11,705,063 | |
| Europe | 5,722 | 680,062 | |
| North America | 930,809 | 1,260,111 | |
| Rest of World | 181,821 | 87,450 | |
| 15,624,391 | 13,732,686 |
| 2025 | 2024 | ||
| £ | £ | ||
| Grants recieved | 0 | 504,970 | |
| Other income | 166,204 | 170,352 | |
|
|
|
| 2025 | 2024 | ||
| £ | £ | ||
| Interest receivable and similar income |
|
|
|
| Interest payable and similar expenses | (
|
(
|
|
| (51,743) | (36,247) |
Interest receivable and similar income
| 2025 | 2024 | ||
| £ | £ | ||
| Other interest receivable and similar income |
|
|
Interest payable and similar expenses
| 2025 | 2024 | ||
| £ | £ | ||
| Bank loans and overdrafts | (
|
(
|
|
| Finance leases and hire purchase contracts | (
|
(
|
|
| (
|
(
|
Profit/(loss) before taxation is stated after charging/(crediting):
| 2025 | 2024 | ||
| £ | £ | ||
| Depreciation of tangible fixed assets (note 13) |
|
|
|
| Research and development |
|
|
|
| Government grants |
|
(
|
|
| Operating lease rentals |
|
|
|
| Foreign exchange (gains)/losses | (
|
|
|
| Cost of stock recognised as an expense |
|
|
|
| Loss on disposal of fixed assets |
|
|
An analysis of the auditor's remuneration is as follows:
| 2025 | 2024 | ||
| £ | £ | ||
| Fees payable to the group’s auditor and its associates for the audit of the group's annual financial statements: | 9,000 | 4,500 | |
| Fees payable to the group’s auditor and its associates for the audit of the company's subsidiaries financial statements: | 14,000 | 17,900 | |
| Total audit fees |
|
|
|
| Taxation compliance services |
|
|
|
| Total non-audit fees |
|
|
|
| Group | Group | ||
| 2025 | 2024 | ||
| Number | Number | ||
| The average monthly number of employees (including directors) was: | |||
| Direct employees |
|
|
|
| Administrative and management personnel |
|
|
|
|
|
|
Their aggregate remuneration comprised:
| Group | Group | ||
| 2025 | 2024 | ||
| £ | £ | ||
| Wages and salaries |
|
|
|
| Social security costs |
|
|
|
| Other retirement benefit costs |
|
|
|
| 8,196,118 | 7,725,787 |
The company had no employees during the year.
| 2025 | 2024 | ||
| £ | £ | ||
| Directors' emoluments |
|
|
|
| Company contributions to money purchase pension schemes |
|
|
|
| 233,809 | 232,639 |
Remuneration of the highest paid director
| 2025 | 2024 | ||
| £ | £ | ||
| Director's emoluments | 109,987 | 109,012 | |
| Company contributions to money purchase schemes | 4,231 | 4,321 | |
| 114,218 | 113,333 |
| 2025 | 2024 | ||
| £ | £ | ||
| Current tax on profit/(loss) | |||
| UK corporation tax |
|
(
|
|
| Double tax relief | (
|
|
|
| Foreign tax |
|
|
|
| Total current tax |
|
(
|
|
| Deferred tax | |||
| Origination and reversal of timing differences |
|
(
|
|
| Total deferred tax |
|
(
|
|
| Total tax on profit/(loss) |
|
(
|
The tax assessed for the year is higher than (2024: higher than) the standard rate of corporation tax in the UK:
| 2025 | 2024 | ||
| £ | £ | ||
| Profit/(loss) before taxation | 797,818 | (1,704,093) | |
| Tax on profit/(loss) at standard UK corporation tax rate of 25% (2024: 25%) |
|
(
|
|
| Effects of: | |||
| Expenses not deductible for tax purposes |
|
|
|
| Adjustments in respect of prior years |
|
|
|
| Depreciation on assets not qualifying for tax allowances | 101,443 | (27,733) | |
| Research and development tax credit | 0 | 45,349 | |
| Other permanent differences | 775 | (671) | |
| Effect of overseas tax rates | 0 | 55,677 | |
| Deferred tax movement | 0 | 5,434 | |
| Foreign tax credits | 0 | 4,352 | |
| Group relief surrendered/(claimed) | (10,345) | 0 | |
| Total tax charge/(credit) for year | 305,188 | (161,216) |
Defined contribution schemes
| 2025 | 2024 | ||
| £ | £ | ||
| Charge to profit or loss in respect of defined contribution schemes | 202,064 | 218,546 |
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
Group
| Trademarks, patents and licences |
Total | ||
| £ | £ | ||
| Cost | |||
| At 01 January 2025 |
|
|
|
| Disposals | (
|
(
|
|
| At 31 December 2025 |
|
|
|
| Accumulated amortisation | |||
| At 01 January 2025 |
|
|
|
| At 31 December 2025 |
|
|
|
| Net book value | |||
| At 31 December 2025 |
|
|
|
| At 31 December 2024 |
|
|
The company has no intangible fixed assets as 31 December 2025 or 31 December 2024
Group
| Land and buildings |
Leasehold improve- ments |
Plant and machinery | Vehicles | Computer equipment | Assets in the course of construction |
Total | |||||||
| £ | £ | £ | £ | £ | £ | £ | |||||||
| Cost | |||||||||||||
| At 01 January 2025 |
|
|
|
|
|
|
|
||||||
| Additions |
|
|
|
|
|
|
|
||||||
| Disposals |
|
|
(
|
(
|
|
(
|
(
|
||||||
| Transfers |
|
|
|
|
|
|
|
||||||
| Exchange adjustments |
|
|
|
|
|
|
|
||||||
| At 31 December 2025 |
|
|
|
|
|
|
|
||||||
| Accumulated depreciation | |||||||||||||
| At 01 January 2025 |
|
|
|
|
|
|
|
||||||
| Charge for the financial year |
|
|
|
|
|
|
|
||||||
| Disposals |
|
|
(
|
(
|
|
|
(
|
||||||
| Exchange adjustments |
|
|
|
(
|
|
|
|
||||||
| At 31 December 2025 |
|
|
|
|
|
|
|
||||||
| Net book value | |||||||||||||
| At 31 December 2025 | 901,631 | 2,007,389 | 4,208,110 | 114,905 | 24,445 | 66,728 | 7,323,208 | ||||||
| At 31 December 2024 | 836,227 | 2,201,343 | 4,055,280 | 118,623 | 31,609 | 38,248 | 7,281,330 | ||||||
| Leased assets included above: | |||||||||||||
| Net book value | |||||||||||||
| At 31 December 2025 | 0 | 0 | 1,102,563 | 79,212 | 0 | 0 | 1,181,775 | ||||||
| At 31 December 2024 | 0 | 0 | 798,775 | 0 | 0 | 0 | 798,775 |
Company
| Leasehold improve- ments |
Total | ||
| £ | £ | ||
| Cost | |||
| At 01 January 2025 |
|
|
|
| At 31 December 2025 |
|
|
|
| Accumulated depreciation | |||
| At 01 January 2025 |
|
|
|
| Charge for the financial year |
|
|
|
| At 31 December 2025 |
|
|
|
| Net book value | |||
| At 31 December 2025 | 6,699 | 6,699 | |
| At 31 December 2024 | 7,815 | 7,815 |
Company
| Investments in subsidiaries | Total | ||
| £ | £ | ||
| Cost or valuation before impairment | |||
| At 01 January 2025 |
|
|
|
| At 31 December 2025 |
|
|
|
| Carrying value at 31 December 2025 |
|
|
|
| Carrying value at 31 December 2024 |
|
|
Investments in subsidiaries
The following were subsidiary undertakings of the company:
| Name of entity | Registered office | Class of shares |
Ownership 31.12.2025 |
Ownership 31.12.2024 |
Held |
|
|
Mexico |
|
|
|
Direct |
|
|
Scotland |
|
|
|
Direct |
|
|
Scotland |
|
|
|
Direct |
|
|
Mexico |
|
|
|
Direct |
|
|
The Netherlands |
|
|
|
Direct |
The directors have considered the carrying value of the company's fixed asset investment and have recognised historical impairments of £533,051 (2024 - £533,051) accordingly.
| Group | Group | ||
| 2025 | 2024 | ||
| £ | £ | ||
| Stocks |
|
|
|
| Work in progress |
|
|
|
|
|
|
| Group | Group | Company | Company | ||||
| 2025 | 2024 | 2025 | 2024 | ||||
| £ | £ | £ | £ | ||||
| Trade debtors |
|
|
|
|
|||
| Amounts owed by group undertakings (note 23) |
|
|
|
|
|||
| Corporation tax |
|
|
|
|
|||
| Other debtors |
|
|
|
|
|||
| Prepayments and accrued income |
|
|
|
|
|||
|
|
|
|
|
Trade debtors disclosed above are measured at amortised cost.
Included with Prepayments and accrued income is a receivable of £nil (2024 - £150,000) in relation to a grant received from Scottish Enterprise.
Grants received pertain to UK government grants of £nil (2024 - £504,969).
| Group | Group | Company | Company | ||||
| 2025 | 2024 | 2025 | 2024 | ||||
| £ | £ | £ | £ | ||||
| Bank loans (secured) |
|
|
|
|
|||
| Obligations under finance leases and hire purchase contracts (secured) |
|
|
|
|
|||
| Trade creditors |
|
|
|
|
|||
| Amounts owed to group undertakings (note 23) |
|
|
|
|
|||
| Other taxation and social security |
|
|
|
|
|||
| Accruals |
|
|
|
|
|||
| Other creditors |
|
|
|
|
|||
|
|
|
|
|
The securities held by the Royal Bank of Scotland plc are detailed at note 21 of the financial statements.
Amounts owed to group undertakings are repayable on demand and do not bear interest.
| Group | Group | ||
| 2025 | 2024 | ||
| £ | £ | ||
| Bank loans (secured) |
|
|
|
| Obligations under finance leases and hire purchase contracts (secured) |
|
|
|
|
|
|
The loan is to be repaid in 60 monthly payments of £8,333 with the remaining balance being settled within the final payment, with the first instalment due 13 months after the loan was drawn. The interest rate is 2.62% p.a. after the 12 month interest free period.
Finance lease payments represent rentals payable by the company or 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 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
| Bank loans | |||
| Group | Group | ||
| 2025 | 2024 | ||
| £ | £ | ||
| Between one and two years |
|
|
|
| Between two and five years |
|
|
|
| After five years |
|
|
|
|
|
|
||
| On demand or within one year |
|
|
|
| 91,667 | 191,667 |
| Finance leases | |||
| Group | Group | ||
| 2025 | 2024 | ||
| £ | £ | ||
| Between one and two years |
|
|
|
| Between two and five years |
|
|
|
| After five years |
|
|
|
|
|
|
||
| On demand or within one year |
|
|
|
| 695,586 | 550,031 |
| Total borrowings including finance leases | |||
| Group | Group | ||
| 2025 | 2024 | ||
| £ | £ | ||
| Between one and two years |
|
|
|
| Between two and five years |
|
|
|
|
|
|
||
| On demand or within one year |
|
|
|
| 787,253 | 741,698 |
Group
| Deferred taxation | Total | ||
| £ | £ | ||
| At 01 January 2025 |
|
878,329 | |
| Charged to the Profit and Loss Account |
|
171,801 | |
| At 31 December 2025 |
|
1,050,130 | |
Deferred tax
| 2025 | 2024 | ||
| £ | £ | ||
| Accelerated capital allowances |
|
|
|
| Tax losses available | (
|
(
|
|
| Provision for deferred tax |
|
|
| 2025 | 2024 | ||
| £ | £ | ||
| Allotted, called-up and fully-paid | |||
|
|
|
|
|
| Presented as follows: | |||
| Called-up share capital presented as equity | 1,000 | 1,000 |
The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.
Commitments
Capital commitments are as follows:
| Group | Group | ||
| 2025 | 2024 | ||
| £ | £ | ||
| Contracted for but not provided for: | |||
| Tangible fixed assets | 0 | 258,350 |
Other financial commitments
The company has provided an intercompany guarantee of £1,050,000 to Royal Bank of Scotland plc in respect of Whittaker Group Limited. The Royal Bank of Scotland plc holds a bond and floating charge over the assets of the company.
Additionally, the directors Kenneth and Janet Whittaker have provided a personal guarantee for £1,250,000 to The Royal Bank of Scotland plc.
| Balance at 01 January 2025 | Cash flows | New finance leases | Changes in market value and exchange rates | Balance at 31 December 2025 | |||||
| £ | £ | £ | £ | £ | |||||
| Cash at bank and in hand | 1,031,912 | 224,105 | 0 | ( 237,004) | 1,019,013 | ||||
| Borrowings excluding overdrafts | ( 191,667) | 100,000 | 0 | 0 | ( 91,667) | ||||
| 840,245 | 324,105 | 0 | ( 237,004) | 927,346 | |||||
| Finance leases | ( 550,031) | 151,062 | ( 296,617) | 0 | ( 695,586) | ||||
| ( 550,031) | 151,062 | ( 296,617) | 0 | ( 695,586) | |||||
| Net debt |
|
475,167 | ( 296,617) | ( 237,004) |
|
The group has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the group is a wholly owned member.
At the year end, there was a balance of £18,998 (2024 - £38,998) was due to the group from a partnership which two of the directors of the group are partners of.
As at 31 December 2025, a director was due the group £nil (2024 - £10,000). The loan is charged interest at a rate of 2% and there are no set repayment terms.
The immediate and ultimate controlling parties are K Whittaker and J Whittaker.