The directors present the strategic report of Tyrolese (751) Limited ('the company') and its subsidiaries ('the group') for the year ended 31 December 2025.

The Neilcott Group

Tyrolese (751) Limited (the 'company') is the parent undertaking of Neilcott Group Holdings Limited, Neilcott Construction Limited, Neilcott Developments Limited, Neilcott Construction Services Limited and Neilcott Holdings Limited (the 'group').

Neilcott Construction Limited is the only active operational trading company within the group, the Review of Business for which follows.

The key financial highlights are as follows:

The Neilcott Group directors are pleased to report that the financial year ended 31 December 2025 was one of continued progress and excellent performance for the business. This success reflects the commitment of our employees, the ongoing support of our long-standing supply chain, and the loyalty of our client base.

The group delivered an improved operating profit in the year which facilitated these strategic objectives:

• The group made capital payments to the Employee Ownership Trust (EOT) in excess of its deferred consideration payment obligations such that the full balance of the Vendor Loan Notes has now been paid, without the need for any external financing.

• A total of £356,592 was distributed to eligible employee beneficiaries, on an equal-share basis, bringing the total of the distributions since the EOT transition to £1,286,197.

The Neilcott Construction Limited turnover increased by £21.0m to £154.4m during the year and the balance sheet position strengthened, with net assets increasing by £1.02m to £8.61m. Cash at bank was £21.94m notwithstanding the payments during the year totalling £14.29m in respect of the redemption of the Vendor Loan Notes.

During the year, the company strengthened its investment in future talent through its Young Persons Programme, supporting formal apprenticeships, postgraduate routes and early career development. The company also continued to deliver on its Corporate Social Responsibility goals throughout the business, including new commitments to the Armed Forces Covenant & the Care Leaver Covenant.

The key financial highlights are:

Principal Risks and uncertainties

Business risks

The directors consider the company to be well positioned within its regional markets. Turnover remains a small proportion of the total work pipeline available, which provides headroom for controlled growth. The company’s delivery model, underpinned by flexibility, responsiveness, and high standards of quality, enables it to remain resilient through cyclical changes in market conditions.

The company continues to assess opportunities to develop low-risk, complementary profit centres that align with the existing business model and avoid overextension of key management resource. This approach is designed to reduce reliance on individual sectors or geographies and enhance long-term sustainability.

At the start of 2026, there is uncertainty in the market, primarily due to the global instability flowing from the Middle East conflict. This situation may result in market shortages and increased inflationary pressures, the impacts of which will continue to be monitored.

Financial Risks

The company’s principal financial instruments comprise cash balances, trade receivables and trade payables. These instruments are used primarily to finance the company's operations.

The directors consider the company’s exposure to price, credit, liquidity, and cash flow risk to be low. The company does not utilise complex or speculative financial instruments and has no borrowings at year-end.

The company's approach to managing the risks applicable to the financial instruments used include:

Credit Risk

Credit risk is managed through regular assessment of client creditworthiness. Contracts are structured to incorporate appropriate safeguards for payment security, and the company maintains close oversight of receivable balances.

Liquidity Risk

The company maintains a prudent approach to liquidity management, enabling day-to-day operations and long-term expansion of the business to be funded without recourse to external finance. Operating cash flows are regularly reviewed to ensure that all immediate and future obligations can be met as they fall due, while retaining sufficient reserves to protect the business from unexpected debtor issues, and support both ongoing operational needs and strategic investment.

The strong year-end cash position enables the company to continue to meet its capital commitments and maintain bond procurement at competitive rates.

In discharging their duties under Section 172(1) of the Companies Act 2006, the directors have acted in a manner they consider most likely to promote the success of the company for the benefit of its members as a whole, while having due regard to:

• The likely consequences of any decision in the long term

• The interests of the company’s employees

• The need to foster relationships with suppliers, customers and others

• The impact of the company’s operations on the community and the environment

• The desirability of the company maintaining a reputation for high standards of business conduct

• The need to act fairly between members of the group

The company’s strategic objective is to be the contractor of choice for its clients. This is achieved through the consistent delivery of high-quality projects on time and within budget, with health, safety and environmental management as a priority.

Client satisfaction and collaboration are central to the company’s operating model. By developing long-term relationships with like-minded clients and consultants, the company aims to secure repeat business and generate predictable revenue streams, thereby supporting sustainable growth and fair commercial returns.

The company is committed to continuous improvement in reducing the environmental impact of its operations. It also takes seriously its role in delivering community benefits through public sector procurement, actively seeking opportunities to support social value initiatives aligned with local investment.

Operating Model

The company’s operating model is built around attracting, developing and retaining a skilled, motivated, and collaborative workforce. Staff are encouraged to develop their expertise and engage proactively with project challenges, enabling the business to offer a high-quality service across a broad range of construction activity. We believe that the depth of expertise and agility within our leadership team provides a key source of competitive advantage, particularly on complex or high-value projects.

A stable and high-performing supply chain is also key to delivery. The company maintains relationships with partners who share its technical and commercial values, working on fair procurement terms and within a safe and respectful working environment. This approach supports consistently high standards across all aspects of project delivery.

Outlook and Forward Planning

The 2026 business plan forecasts a managed increase in turnover, supported by strong gross margins. Cash generation is expected to remain robust, enabling the company to continue to support wider investment in people, infrastructure, sustainability and AI solutions.

Priorities for the year ahead include:

• Investment in AI solutions to provide efficiencies in our processes

• Professional and personal development enabling early career progression of our people

• Continued alignment of operations with environmental and social value objectives

• Reinforcement of long-term client and supply chain partnerships

The company remains committed to creating value for all stakeholders through prudent financial management, consistent project delivery, and a collaborative and responsible approach to business.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 December 2025 for Tyrolese (751) Limited (the 'company') and its subsidiaries (the 'group').

The principal activity of the group continued to be that of construction.

The results for the year are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The company's financial instruments at the balance sheet date comprised cash and liquid resources. The main purpose of these financial instruments is to provide finance for the company's operations. The company has various other financial instruments such as trade debtors and trade creditors, that arise directly from its operations.

The company is reporting on all emissions required under the UK Government's Streamlined Energy and Carbon Reporting regulations. The company has reported greenhouse gas emissions and energy usage using the Greenhouse Gas Protocol Corporate Accounting and Reporting Standard and the 2025 UK Government Greenhouse Gas Conversion Factors.

The reporting boundary has been defined using the financial control approach and includes Scope 1, Scope 2 and relevant Scope 3 emissions. During 2025, investment in systems, resource and training has improved the quality, accuracy and completeness of data capture, with the overall increase in reported emissions reflecting improved data gathering as well as increased operational activity.

The company also expanded its salary sacrifice benefit company car scheme, restricted to hybrid and electric vehicles, which has more than doubled the number of company owned or leased vehicles being reported. Electricity purchased has been reported as net grid import, excluding on-site PV generation self-consumed at Orpington (≈20,967 kWh).

Two intensity ratios have been used, emissions per full-time employee and emissions per £1 million turnover. These metrics show the improved performance relative to business size and staffing.

The company's Carbon Reduction Plan reports on a wider scope boundary and also reflects a 13.5% reduction versus 2024, demonstrating improved emissions performance relative to turnover at 5.18tCO2e/£m.

During 2025, the company continued to build on the energy efficiency measures implemented in 2024, including the renewable energy generation system installed at our head office through rooftop photovoltaic (PV) panels. Across our operations, we expanded the use of 100% renewable electricity tariffs and low-energy equipment, and applied minimum energy efficiency standards to site set-ups. Reliance on fossil fuel transportation was further reduced through the deployment of electric plant, where suitable. The wider rollout of digital tools has continued to improve resource efficiency and enhance data capture and monitoring across the business. Opportunities to electrify our fleet vans remain under active review, alongside our ongoing policy of restricting new company car orders to fully electric or plug-in hybrid vehicles.

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). 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 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 UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

We have audited the financial statements of Tyrolese (751) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group profit and loss account, 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, the company 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).

In our opinion the financial statements:

• give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2025 and of the group's 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our 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 the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or 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.

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 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 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 an auditor's report 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 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.

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 and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

• Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud; 

• Reviewing minutes of meetings of those charged with governance;

• Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection; 

• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

• Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias. 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £0 (2024 - £0 profit).

Tyrolese (751) Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Excel House, Cray Avenue, Orpington, Kent, United Kingdom, BR5 3ST.

The group consists of Tyrolese (751) 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 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.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Tyrolese (751) Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

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.

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 the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Revenue is measured as the value of the consideration received or receivable for goods provided, net of trade discounts and value added tax.

Revenue is recognised as follows:

Construction income

Revenue from construction activities represents the value of work carried out during the year, including amounts not invoiced.

Interest income

Interest income is recognised using the effective interest method.

Pre-contract costs

Costs associated with bidding for contracts are written off as incurred (pre-contract costs).

Goodwill represents the amount paid in connection with the acquisition of a business in 2013, this is being amortised evenly over its estimated useful life of five years from first full year of ownership.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

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 recognised in the profit and loss account.

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, associates and jointly controlled entities 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 and intangible 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.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

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 (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) 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 (or cash-generating unit) 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 (or cash-generating unit) 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.

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.

The “percentage of completion method” is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by the proportion of contract costs incurred for work performed to date compared to the estimated total contract costs. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as stocks, prepayments or other assets depending on their nature, and provided it is probable they will be recovered.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

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.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

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 assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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, 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.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

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.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

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 costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

The group recognises an accrual for accumulated annual leave accrued by employees as a result of services rendered in the current period for which employees can carry forward and use within the next year. The accrual is measured at the salary cost of the respective employee in relation to the period of absence.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

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.

Determine whether leases entered into by the group either as a lessor or a lessee are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee, on a lease by lease basis.

Determine whether there are indicators of impairment of the group's tangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash-generating unit, the viability and expected future performance of that unit.

Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

Bad debts are provided for specific debts when required.

The group's construction revenue recognition and margin recognition policies which are set out earlier in Note 1.4 & 1.9 are central to how the group values the work it has carried out in the financial year. These policies require forecasts to be made of the outcomes of construction contracts for building works which require assessments and judgements to be made on the recovery of changes in the scope of the work, contract programme issues, maintenance and defects liabilities and changes in costs.

The average monthly number of persons (including directors) employed by the group and company during the year was:

Their aggregate remuneration comprised:

The directors’ remuneration and highest paid director disclosures reflect the company’s performance-related bonus arrangements for the financial year. As the company is employee-owned, the directors do not hold shares in the company and therefore do not benefit from shareholder dividends or capital growth in the way directors of privately owned companies might. The remuneration structure is designed to align the directors’ reward with the performance and long-term success of the company, while supporting the interests of the wider employee ownership model.

Long Term Incentive Plans for directors are covered separately in note 17.

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:

During 2021 an Employee Ownership Trust was set up for the group for the benefit of the employees. Other movements in reserves represents the cash distributions made in connection with the formation of the Employee Ownership Trust.

The long term incentive plans in place are designed to support the retention and long term commitment of the directors. As the company is employee-owned, these arrangements form part of the overall reward structure in the absence of share ownership by the directors. These incentives are payable only on retirement or a qualifying good-leaver exit from the company, and therefore represent deferred remuneration linked to the directors’ continued service and contribution to the long term success of the company. Incentives totalling £1,804,000 (2024: £nil) were accrued in the current year which are separate to the figures in note 7 above. The accrual in 2025 includes retrospective incentives over several years but not accrued for previously as the contractual agreements were finalised and signed in 2025. Monies to cover these incentives are included within bank and cash, held separately in treasury deposits.

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

The deferred tax asset set out above is expected to reverse within 12 months and relates to pension payments due and net book value of fixed assets greater than the tax written down value. The deferred tax rate used for 2025 was 25% (2024: 25%).

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.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

The remuneration of key management personnel is as follows.

Neilcott Group Holdings Limited Employee Benefit Trust, of which Mr Malcolm Elster is a Trustee had a balance at the year end of £703,000 (2024: £703,000) included in other creditors for the subscription by the Employee Benefit Trust for shares in the company.

During the year the group incurred rental expenditure of £135,000 (2024: £135,000) from Cray Avenue Properties Limited. Cray Avenue Properties Limited is a related party by virtue of the fact M Elster is a director of this company.

Haycroft Consulting Limited is a related party by virtue of the fact it shares a director with the Neilcott Employee Ownership Trust. During the year purchases of £7,500 were made and a balance payable of £1,500 is included within creditors: amounts due within one year as at 31 December 2025.

Independent Directors and Trustees Limited is a related party by virtue of the fact it shares a director with the Neilcott Employee Ownership Trust. During the year purchases of £16,610 were made and a balance payable of £4,530 is included within creditors: amounts due within one year as at 31 December 2025.

Tyrolese (751) Limited is the parent undertaking of Neilcott Group Holdings Limited, Neilcott Construction Limited, Neilcott Developments Limited, Neilcott Construction Services Limited and Neilcott Holdings Limited (the group). The results of the group are consolidated within these accounts.

The ultimate controlling party is The Neilcott Employee Ownership Trust. On 2 March 2021 Neilcott EOT Limited acquired 100% of the issued share capital of Tyrolese (751) Ltd as sole trustee of the Neilcott Employee Ownership Trust. This transaction was designed to secure effective succession of the business. The transaction is intended to allow the Management Buyout team and their funders, who acquired the Group in 2013, an orderly and managed exit with minimum disruption to all stakeholders and, in particular, for the ongoing benefit of employees.

The financial statements include the results of undertakings with 97.50% shareholdings as full subsidiaries. The directors of Tyrolese (751) Limited are also key management in the subsidiary companies and are actively involved in the day to day management of those companies.