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Registration number: 08722651

Fellows Construction Consultants Ltd

Filleted Financial Statements

for the Period from 7 April 2025 to 5 April 2026

 

Fellows Construction Consultants Ltd

Contents

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3 to 10

 

Fellows Construction Consultants Ltd

Company Information

Directors

F Herlihy

A A Ryder

G W Tuckwell

Company secretary

S Evans

Registered office

Spring Lodge
172 Chester Road
Helsby
Cheshire
WA6 0AR

Auditors

UHY Ross Brooke
Chartered Accountants and Registered Auditors
Suite I Windrush Court
Abingdon Business Park
Abingdon
Oxfordshire
OX14 1SY

 

Fellows Construction Consultants Ltd

(Registration number: 08722651)
Balance Sheet as at 5 April 2026

Note

2026
£

2025
£

Fixed assets

 

Tangible assets

4

-

1,586

Current assets

 

Debtors

5

361,702

432,519

Cash at bank and in hand

 

-

11,909

 

361,702

444,428

Creditors: Amounts falling due within one year

6

(821,469)

(703,196)

Net current liabilities

 

(459,767)

(258,768)

Total assets less current liabilities

 

(459,767)

(257,182)

Provisions

7

(545,611)

-

Net liabilities

 

(1,005,378)

(257,182)

Capital and reserves

 

Called up share capital

940

940

Capital redemption reserve

60

60

Retained earnings

(1,006,378)

(258,182)

Shareholders' deficit

 

(1,005,378)

(257,182)

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 25 September 2026 and signed on its behalf by:
 

.........................................
A A Ryder
Director

   
     
 

Fellows Construction Consultants Ltd

Notes to the Financial Statements for the Period from 7 April 2025 to 5 April 2026

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Spring Lodge
172 Chester Road
Helsby
Cheshire
WA6 0AR
England

These financial statements were authorised for issue by the Board on 25 September 2026.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The financial statements are presented in sterling, which is the functional currency of the company.

As permitted by the FRS 102 1A framework, the company has taken advantage of the disclosure exemptions available under that standard in relation to presentation of a cashflow statement, remuneration of key management personnel and presentation of changes in current tax and deferred tax assets/liabilities.

These accounts are consolidated into the accounts of RSK Group Ltd.

Going concern

These financial statements have been prepared on a non-going concern basis. The directors have concluded that it is not appropriate to adopt the going concern basis of accounting, as subsequent to the year end, on 10 April 2026, the company’s trade and assets were transferred to a fellow group undertaking, 3BM Limited. The directors have planned to apply for the company's dissolution in the near future.

 

Fellows Construction Consultants Ltd

Notes to the Financial Statements for the Period from 7 April 2025 to 5 April 2026

Audit report

The Independent Auditor's Report was unqualified. We draw attention to note 2 to the financial statements which explains that the directors intend to dissolve the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than going concern as described in note 2. Our opinion is not modified in respect of this matter. The name of the Senior Statutory Auditor who signed the audit report on 28 September 2026 was Caroline Webster FCA, who signed for and on behalf of UHY Ross Brooke.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the Company's activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.

In respect of long-term contracts for on-going services, turnover is recognised based on recoverable costs incurred during the reporting period. Recoverable costs are those costs incurred in fulfilling the contract that the Company expects to recover from the customer. Turnover is recognised to the extent that the recoverable costs are incurred, and any expected profit margin is deferred until the contract is completed.

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
- the amount of turnover can be measured reliably;
- it is probable that the company will receive the consideration due under the contract;
- the costs incurred in fulfilling the contract are recoverable;
- the Company has fulfilled its obligations under the contract in the period.

Revenue and related costs are reflected in the profit and loss account as contract activity progresses. Operating profit includes attributable profit on long-term completed contracts. Amounts recoverable on uncompleted contracts are included within debtors due within one year. Where performance obligations under the contract have not been satisfied, or where incurred costs are not deemed recoverable under the terms of the contract, amounts invoiced to customers are deferred and recognised as income only when the associated conditions are met.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

 

Fellows Construction Consultants Ltd

Notes to the Financial Statements for the Period from 7 April 2025 to 5 April 2026

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a change attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

Current tax
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
• The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
• Any deferred tax balances are reversed if and when all conditions for retaining associated tax balances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair value of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

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

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Fixtures and fittings

25% straight line

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Debtors

Short-term debtors are measured at transaction price, less any impairment.

 

Fellows Construction Consultants Ltd

Notes to the Financial Statements for the Period from 7 April 2025 to 5 April 2026

Creditors

Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate method.

Borrowings

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Provisions

Provisions are recognised when the company has an obligation at the reporting date as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

Fellows Construction Consultants Ltd

Notes to the Financial Statements for the Period from 7 April 2025 to 5 April 2026

Financial instruments

Financial assets and liabilities are recognised in the company’s balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets
Basic financial assets, including trade and other receivables, loans receivable from other Group companies, investments in subsidiary companies and cash and cash equivalents, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of future receipts discounted at the market rate of interest. Such assets are subsequently carried at amortised cost using the effective interest method, less any provision for impairment.

Impairment of financial assets
At each reporting date the company assesses whether there is objective evidence that a financial asset is impaired. If such evidence exists, the company recognises an impairment loss which is measured as the difference between the carrying amount and the present value of the future cashflows, discounted at the original effective interest rate. Impairment losses are recognised in profit or loss.

Impairment losses are reversed if the reversal can be objectively related to an event occurring after the impairment was recognised. The reversal of the impairment will be recognised in profit or loss.

Financial liabilities
Basic financial liabilities, including trade and other payables, bank loans, hire purchase contracts and loans payable to other Group companies, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of future payments discounted at the market rate of interest.

Debt instruments are subsequently carried at amortised cost using the effective interest method.

Derecognition of financial instruments
A financial asset is derecognised when the contractual rights to the cash flows from the financial asset expire, or the company transfers the financial asset and substantially all the risks and rewards of ownership have been transferred.

A financial liability is derecognised when the obligation specified in the contract is discharged, cancelled, or expires.

3

Staff numbers

The average number of persons employed by the company (including directors) during the period, was 5 (2025 - 13).

 

Fellows Construction Consultants Ltd

Notes to the Financial Statements for the Period from 7 April 2025 to 5 April 2026

4

Tangible assets

Fixtures and fittings
£

Total
£

Cost or valuation

At 7 April 2025

6,081

6,081

Disposals

(6,081)

(6,081)

At 5 April 2026

-

-

Depreciation

At 7 April 2025

4,495

4,495

Charge for the period

1,095

1,095

Eliminated on disposal

(5,590)

(5,590)

At 5 April 2026

-

-

Carrying amount

At 5 April 2026

-

-

At 6 April 2025

1,586

1,586

5

Debtors

2026
£

2025
£

Trade debtors

64,585

239,392

Amounts owed by group undertakings and undertakings in which the company has a participating interest

-

60,727

Prepayments

7,215

21,653

Other debtors

5,767

10,625

Accrued income

35,400

91,126

Corporation tax receivable

86

7,831

Group relief receivable

248,649

1,165

361,702

432,519

 

Fellows Construction Consultants Ltd

Notes to the Financial Statements for the Period from 7 April 2025 to 5 April 2026

6

Creditors

Creditors: amounts falling due within one year

2026
£

2025
£

Due within one year

Trade creditors

53,935

6,743

Bank overdraft

719,709

506,950

Amounts owed to group undertakings and undertakings in which the company has a participating interest

12,992

19,437

Social security and other taxes

14,384

50,185

Accruals

20,446

105,759

Deferred income

-

14,119

Other creditors

3

3

821,469

703,196

7

Provisions

During the period, the Company recognised an onerous contract provision of £538,458 in respect of a construction consultancy engagement that is expected to be loss-making. Following a reassessment of the remaining contractual obligations under the contract, management concluded that the unavoidable costs of fulfilling those obligations exceed the economic benefits expected to be received. The provision represents management's best estimate of the net costs required to satisfy the Company's remaining obligations under the contract and is expected to be utilised over the remaining project period of approximately two years.

In addition, the Company recognised a dilapidations provision of £7,153 in respect of obligations arising under property lease arrangements.

The total provision recognised in the balance sheet at 5 April 2026 amounted to £545,611.

8

Financial commitments, guarantees and contingencies

Contingent liabilities

The company is party to cross guarantee arrangements relating to a borrowing facility provided by Ares Management to RSK Group Limited. The amount borrowed under this agreement at 5 April 2026 is £1,106,930,000 (2025: £831,936,000).

The company is also a guarantor of any trading and other obligations of any RSK Group member that may be a Junior Creditor in the related Subordination Deed.

Amounts not provided for in the balance sheet

The total amount of financial commitments not included in the balance sheet is £Nil (2025 - £10,833).

 

Fellows Construction Consultants Ltd

Notes to the Financial Statements for the Period from 7 April 2025 to 5 April 2026

9

Parent and ultimate parent undertaking

The company's immediate parent is RSK Environment Limited, incorporated in Scotland.

 The ultimate parent is RSK Group Limited, incorporated in England and Wales.

  These financial statements are available upon request from Companies House, Crown Way, Cardiff, CF14 3UZ.

 

10

Non adjusting events after the financial period

On 8 April 2026 and 10 April 2026, the Company completed a series of debt-for-equity recapitalisations under which intercompany loans owed to RSK Environment Limited were capitalised into shares and subsequently cancelled through solvency statement reductions of capital. In total, approximately £1.43 million of intercompany debt was extinguished and credited to reserves. The Company's issued share capital remained unchanged at £940.

On 10 April 2026, the Company's trade and assets were transferred to fellow group undertaking 3BM Limited as part of an internal group reorganisation.

The above events occurred after the reporting date and have therefore not been reflected in the figures recognised in these financial statements.