The directors present the strategic report for the year ended 30 June 2025.
The Group reported turnover of £30,847,990 compared to £26,674,946 in the prior year. The group reported a profit before tax for the year of £37,301 compared to a profit of £313,335 in the prior year. As a result of the reported profit, the group's total net asset position has increased from £4,275,996 in the prior year to £4,315,172 as at 30 June 2025.
The company enjoys the continuing support of its ultimate parent company, Glenman Corporation Ltd, a construction company based in Galway, Ireland. This company has a turnover of €45.1m (2024: €43.5m) and net assets of €23.6m (2024: €25.8m) as per its year ended 30 June 2025 statutory accounts.
During the year work remains ongoing on Beaumont, Wensley Rd, New City Rd, Tottenham, Gilda, Godwin & Crowndale & Lillie Rd aswell as closing out a number of projects such as Penry St and Slippers.
Throughout the period we have been able to manage the challenges in our supply chain both in the availability of and the continuing price increases in materials aswell as the availability of a skilled workforce.
These challenges will continue going forward so management need to continue to build upon their strong relationships with the companys workforce, subcontractors and suppliers.
Forecast for 2026/27 is promising with work ongoing on completing above contracts and work commencing on Dendridge Close with an expected turnover of £26m.
The group's risks are those of its ultimate parent company with the principal continuing risk being the challenging economic climate in general and in particular on the commercial and residential building sectors. Management continually monitor the key risks facing the group, including business risk, competition risk, regulatory and financial risk together with assessing the controls used for managing these risks. The board of directors formally review and document the principal risks facing the group at least annually.
The board of directors monitor risk by continually reviewing cash levels, working capital requirements, the progress of long term contracts and debtor recoverability and developing procedures to reduce risk to an acceptable level. The policies set by the board of directors are implemented by the group's and company's senior management and communicated to all staff.
The group deals primarily with 'blue chip' companies and local authorities and is therefore not susceptible to particular interest or credit risks. The group has available to it both facilities for short term and long term debt finance that is designed to ensure that the group can manage its liquidity risk and ensure sufficient available funds for its operations.
In monitoring the performance of the business, management review a number of key financial performance indicators as listed below:
Profit ratios: GP Margin 8.4% (2024: 9.6%) and Net Profit Margin (before tax) 0.4% (2024: 1.4%).
Liquidity ratio: Current ratio 1.10 (2024: 1.10).
Capital ratio: Total Assets / Total Liabilities 1.43:1 (2024: 1.48:1).
On behalf of the board
The directors present their annual report and financial statements for the year ended 30 June 2025.
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
The group plans to continue with its present activities.
In accordance with the company's articles, a resolution proposing that DSG Audit be reappointed as auditor of the group will be put at a General Meeting.
United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.
In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent company, and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
We have audited the financial statements of Frencon Holdings UK Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
Conclusions relating to going concern
Other information
Opinions on other matters prescribed by the Companies Act 2006
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's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the group or parent entity.
The following laws and regulations were identified as being of significance to the group or parent entity:
Those laws and regulations considered to have a direct effect on the financial statements including UK financial reporting standards, company law, tax and pensions legislation, and distributable profits legislation.
Those laws and regulations for which non-compliance may have a direct effect on the operating aspects of the business and therefore may have a material effect on the financial statements include health and safety regulations, anti-bribery and anti-corruption laws and compliance with tax legislation.
Audit procedures undertaken in response to the potential risk relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the group or parent entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; testing the appropriateness of entries in the nominal ledger, including journal entries which may be indicative of fraud; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the group or parent entity’s controls, the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the parent company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the parent company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £3,057 (2024 - £3,989 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
Frencon Holdings UK Limited (“the company”) is a private limited company limited by shares, incorporated in England and Wales. The registered office is 8 Power Road, Chiswick, London, W4 5PY.
The group consists of Frencon Holdings UK Limited and all of its subsidiaries.
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 company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
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 financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The consolidated financial statements incorporate those of Frencon Holdings UK Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.
All financial statements are made up to 30 June 2025.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Frencon Construction Limited and Frencon (Holdings) Limited have been included in the group financial statements using the purchase method of accounting.
As stated in the Business Review in the Directors Report the company continues to benefit from the financial support of its ultimate parent company, Glenman Corporation Limited ('Glenman').
Glenman has turnover of €45.1m in the year ended 30 June 2025 (2024: €43.5m) and net assets of €23.6m (2024: €25.8m) as at that date. Since 30 June 2023 Glenman has provided working capital to the company as and when required and has indicated its ongoing commitment to the company.
As at 30 June 2025 the company has a net liabilities of £881,346 (2024: £878,289) as a result of liabilities due to other group companies from whom written confirmation has been received which stipulates that the amounts owed will not be called until such time as other third party liabilities have been settled.
Management have prepared forecasts of financial performance to cover a period of 12 months from the date of signing the financial statements at both company and UK group level and for the wider Glenman group. The directors are confident that the group can meet these forecasts under normal operating conditions. During lockdown both the company and the wider group were able to continue to operate on a number of contracts.
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Revenue from long term contracts is recognised as the value of measured works, claims and variations on contracts in the year, based on completion. Claims and variations are only recognised where they have been agreed with the customer. Where it is foreseen that a loss will arise to the group on a long term contract, full provision is made for that loss during the year.
Turnover is recognised by the group when the risks and rewards associated with the goods and services have been transferred to the purchaser. These occur when all the following conditions are met: evidence of a binding arrangement exists (generally, signed contracts), products have been delivered or services have been rendered, there is no future performance required and amounts are collectable under normal payment terms. Retentions are thus recognised upon receipt of a certificate of 'Practical Completion' and when the 'Defects Period' has expired in accordance with contract terms.
Freehold land is 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.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and 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.
If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. 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.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, 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, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
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.
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies 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.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
The company operates a defined contribution plan for its employees. Payments to defined contribution retirement benefit schemes are charged as an expense in the Statement of Comprehensive Income as they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the company in independently administered funds.
Rentals paid under operating leases are charged to the Group Statement of Comprehensive Income on a straight line basis over the lease term.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
In assessing whether there have been any indicators of impaired assets, the directors have considered both external and internal sources of information such as market condition, counterparty credit ratings and experience of recoverability. There have been no indicators of impairments identified during the current financial year.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Where an indication of impairment exists the directors will carry out an impairment review to determine the recoverable amount which is the higher of fair value less cost to sell and value in use. The value in use calculation requires the directors to estimate the future cash flows expected to arise from the asset or the cash generating unit and a suitable discount rate in order to calculate present value.
The company establishes a provision for receivables that are estimated not to be recoverable. When assessing recoverability the directors consider factors such as the ageing of the receivables, past experience of recoverability and the credit profile of individual or groups of customers.
The company’s business is predominantly contract work. The senior management team regularly reviews the progress of all its major contracts, considering technical and operational issues. Using experience gained over many years, it uses this information to assess the probable financial effect on the projects and revises where necessary.
A significant amount of revenue is generated from the parent company, Glenman Corporation Limited, and the level of profit recorded in the group by reference to mark-up on the work is open to group management’s interpretation.
The whole of the turnover is attributable to the group and company's principal activity.
All turnover arose within the United Kingdom.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
During the year there were no directors emoluments (2024: £nil).
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:
Freehold land of £425,000 at deemed cost on transition to FRS 102 is not depreciated.
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
Historical cost equivalent analysis of land and buildings valued at the date of transition to FRS102 using the deemed cost exemption is as follows. The properties were last revalued in 2013 by an independent valuer using market based evidence on recent market transactions on arm's length terms for similar properties.
The historical cost of land not depreciated is £97,371.
If land and buildings were measured using the cost model, the carrying amounts for the group would have been:
Details of the company's subsidiaries at 30 June 2025 are as follows:
The trade debtors balance represents amounts owed by Glenman Corporation Limited, the ultimate parent company.
There is a fixed and floating charge over the group's assets, both present and future, in favour of its bankers, dated 28 October 2016.
The bank loan is secured by a fixed charge over the freehold property owned by the group subsidiary, Frencon Construction Limited. Interest is charged on the loan at 2.5% above Base Rate per annum and monthly repayments will continue to the termination date of 8 February 2027.
Finance lease payments represent rentals payable by the company and the group for motor vehicles. 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 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments. The finance leases are secured on the assets to which they relate.
The following are the major deferred tax liabilities and assets recognised by the group and company:
This reserve represents the revaluation gain on freehold property less annual transfers to the profit and loss reserve for the additional depreciation charged on the revalued amount in comparison to the historical cost depreciation charge.
This reserve includes all current and prior period retained profits and losses.
The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge included in salary costs represents contributions payable by the Group to the fund and amounted to £52,461 (2024: £64,170). Contributions totalling £11,964 (2024: £27,206) were payable at the Balance Sheet date and are included in creditors.
During the year ended 30 June 2025 the Group made sales of £30,847,990 (2024: £25,985,048) and paid a management charge of £698,751 (2024: £681,417) to Glenman Corporation Limited, its ultimate parent company.
Included in amounts owed to group undertakings are an interest free loan of £5,101,818 (2024: £5,120,302) and other balances payable of £131,668 (2024: £131,668) due to Glenman Corporation Limited.
As at 30 June 2025 the company was owed trade debtors of £5,101,143 (2024: £5,792,357) from Glenman Corporation Limited.
As at 30 June 2025 the company was owed amounts recoverable on contracts of £4,480,000 (2024: £2,306,000) from Glenman Corporation Limited.
At as 30 June 2025 the company owed by way of payments on account £nil (2024: £nil) to Glenman Corporation Limited.
The company has taken advantage of the exemption under FRS 102 not to provide information on related party transactions with other undertakings within the Frencon group.