BGEN_LIMITED - Accounts

BGEN Limited is a niche engineering services provider offering differentiated technical services to sophisticated and often highly regulated clients in the infrastructure, manufacturing and research sectors. The service provision consists of the design, fabrication and installation of mechanical, electrical, HVAC and other building services, the manufacture of low voltage switchgear and modules and the execution of systems integration and software activities. This largely results in the provision of sophisticated and highly serviced environments for BGEN Limited clients. The principal sectors in which BGEN Limited operates are life sciences, food and beverage, water, oil and gas, chemical, rail and energy infrastructure, glass, and academic research. Some of these activities in the life sciences sector are channelled through Building Engineering Solutions Limited ("BES Limited") in whom BGEN Limited holds a majority and controlling shareholding and in turn through Norwood Limited in whom BES Limited holds a majority and controlling shareholding. Some activities in the food and beverage sector are channelled through BFP Services Limited in whom BGEN Limited holds a majority and controlling shareholding. BES Limited, Norwood Limited and BFP Services Limited file separate financial statements.

Our philosophy and intent is to work collaboratively with our clients and by aligning our service offering with their business objectives provide and evolve their assets in a compliant, economic and timely manner to maximise returns. We understand that the provision or modification of an asset is not an end in itself and that the asset only exists to provide a positive effect to the client business.

The Key Performance Indicators for the period under review are:

As can be seen from the above statistics 2022/2023 was a step change and followed on from the improvements made in the previous year. In terms of turnover and PBIT this was the most successful year since the formation of the company. This is a highly satisfactory performance as investment in manufacturing industry in the UK in the period was still recovering following Brexit, the pandemic, global strife and economic uncertainty. This was achieved by successfully winning and delivering several major projects in the chemical, refining and shipbuilding sectors which were of a magnitude greater than any previous contract awards. This success is allied to our ongoing strength in life sciences where we have seen a broadening of the client base alongside the ongoing relationships with key clients whom BGEN have supported for many years. The Life Science offering is broadening into academia and hospitals alongside the historical business in support of pharmaceutical research and manufacture. The ability for BGEN to collaborate effectively with Norwood and BES remains a key differentiator for the Group, as this enables a variety of execution models from self-perform to sub-contract delivery. BGEN has a policy of prudence in the financial management of the company and the results for the year 2022/2023 have been improved by the release of some historical provisions relating to risks which are now deemed to be insignificant.

The Technology Business which largely supports the UK water utilities infrastructure held up strongly and showed some pleasing signs of moving into the industrial controls sector where margins are higher than in the utility sector. The Electrical and Instrument Division performed strongly in the year, largely on the back of some large investment in the life sciences sector with some new business been gained in the shipbuilding and electricity/gas infrastructure sector. Financial performance in the Mechanical Division was excellent due to the large contract awards previously mentioned. These jobs will continue to provide revenue in 2023/2024 and this points to another good performance in this year. Volumes remained low in the Nuclear Division with key clients reducing spending compared to previous years. Although overseas work has been slow to recover following the pandemic travel restrictions allied to FOREX issues the International Division demonstrated its flexibility by re-deploying resource to provide mechanical and electrical services to new UK clients, largely in the food and beverage sector. It is expected that international working will return strongly in the upcoming years as estimating volumes have been high and client feedback indicates that FOREX issues are easing.

The investment in BFP Services has been a notable success with the performance of this company exceeding expectations in 2022/2023 and with known orders and this will continue in 2023/2024. As mentioned previously BFP files accounts separately in its own right.

In order to broaden the offering the Company chose in 2022 to establish BGEN International Limited, a separate Company in which BGEN Limited is the majority shareholder. BGEN International is based in Nigeria and aims to broaden the offering in Africa and utilise more local labour which is both attractive to our current muti-national client base and should also allow the current narrow client base to broaden. This company did not trade significant volume in 2022/2023 but with the anticipated upturn in client spend in Africa will seek to deliver margin going forward.

It has become abundantly clear that BGEN along with all other companies needs to significantly improve the corporate environmental performance. As well as the obvious ethical argument for this many clients are now demanding that their supply chain supports their own ambitions. BGEN has invested significantly in this area, having already made significant progress against its’ strategic Net Zero targets and has set stretching future targets, further reinforced by its ambitious ESG Policy. The environmental performance report is published separately.

The company reports that there were 3 RIDDOR reportable injuries incurred during the 2022 calendar year and the injury frequency rate was below the targets set.

The sales performance in the latter half of 2022/2023 was strong as delayed jobs in the Mechanical and E/I section started to gain momentum and this means that the company enters 2023/2024 with a record order book of over £200m and therefore financial performance is anticipated to be extremely healthy. The company enters the trading year with a strong balance sheet, a healthy cash position and remains debt-free. The Technology Division has some interesting prospects to go alongside the expansion of the water frameworks and may deliver in excess of current expectations. In the short term there should be significant upturn in the Nuclear sector as BGEN are well-positioned to be awarded some major projects and the long-term prospects look healthy in this business area. Strategically the company is well-positioned to further expand its’ offering in support of the low-carbon agenda in the UK, this is an increasing share of the corporate portfolio as we offer consultation and execution services to help our clients achieve their net-zero ambitions as well as playing an increasing role in supporting the evolution of a low-carbon infrastructure in the UK, it is the intention to become one of the major providers of low-carbon solutions to clients in the UK and elsewhere. Our unique skill set positions us well to achieve this ambition. As mentioned previously international work is starting to see increased volumes and the estimating workload is currently very high, this should translate into firm orders in the coming year. Although thelarge individual project values seen in the life science seen in the previous two years are unlikely to be sustained the broadening of the client base is expected to mitigate this and lead to a more balance portfolio in this sector.

On a more cautionary note the availability of technically qualified personnel is becoming an issue that has the potential to adversely affect the corporate ability to execute work at these volumes, this is also being experienced by other engineering and construction companies and is a UK-wide issue. BGEN continues to invest in apprentice and other vocational training but, as with all construction companies is reliant on external labour to resource large one-off contracts.

It is increasingly clear that BGEN Limited is developing an enviable reputation and is valued by clients for a differentiated and flexible offering that has generated a strong track record of successfully meeting their needs to evolve their asset base. As well as maintaining the presence in the life sciences and water sectors and other areas previously mentioned the Company is seeking to further expand the presence in the low-carbon energy infrastructure and food and beverage sectors as it is likely that investment in these sectors will sustain or increase as well as to extend the international client base.

The BGEN track record over the past year and the differentiated niche offering, strong order book, healthy cash position and the continued absence of debt means the Company is well positioned to perform substantially better in 2023/2024 than it has in 2022/2023 which was in itself an excellent year for the company. The company has an enviable list of blue-chip clients and has transitioned to operate in sectors where spend is likely occur and has moved away from those sectors that have been worst affected by the external environment.

The Directors are aware of their responsibilities under the provisions of section 172(1) (a) to (f) Companies Act 2006 and make the following disclosure as required under section 414CZA of the Companies Act 2006.

The Directors hold regular and timely discussions to discuss strategic, governance, legal and performance issues and to discuss the results of the Company, as well as setting and approving key financial targets and measures, including annual budgets and expenditure on capital investments.

The strategic decisions of the Directors are driven by the wider Group strategy and pay due regard to the consequences of such decisions in the long-term interests of the stakeholders, the impact on the community and environment in which the Company operates, the need to maintain high standards of business conduct and to treat all stakeholders fairly.

The Directors recognise that the implications of their decisions can have a lasting effect on the Company’s reputation as an employer, a reliable supplier, customer and local stakeholder in the community and strives to ensure that it engages constructively with all parties.

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 April 2023.

The principal activity of the company and group was that of the provision of complete engineering supplier services to its blue chip customers, including the design, manufacture, installation and maintenance of Electrical, Instrumentation, HVAC and Mechanical services, LV Switchgear manufacture, the design and installation of Electrical Control Systems. The principal activity of the other subsidiary companies is the provision of temporary human resources, and the design, manufacture and installation of demountable partition solutions.

The results for the year are set out on page 13.

Ordinary dividends were paid amounting to £1,820,187 (2022: £495,876). 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 holds or issues financial instruments in order to achieve three main objectives, being:

a) to finance its operations;

b) to manage its exposure to interest and currency risks arising from its operations and from its sources of finance; and

c) for trading purposes.

In addition, various financial instruments (e.g. trade debtors and trade creditors) arise directly from the group's operations. Transactions in financial instruments result in the group assuming or transferring to another party one or more of the financial risks described below.

The group manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the group has sufficient liquid resources to meet the operating needs of the business.

The group is exposed to cash flow interest rate risk on group bank overdrafts and loans.

The group's principal foreign currency exposures arise from trading with overseas companies. The group policy permits but does not demand that these exposures be hedged in order to fix the cost in Sterling. This hedging activity may involve the use of foreign exchange forward contracts.

Investments of cash surpluses, borrowings and are made through banks and companies which must fulfil credit rating criteria approved by the Board.

All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are reviewed on a regular basis and provision is made for doubtful debts when necessary.

Matters covered in strategic report

Particulars of any post balance sheet events and likely future developments have been discussed in the strategic report.

The group recognises its responsibilities towards disabled persons and gives full and fair consideration to applicants in positions suited to their own particular need where an appropriate opening exists. Where employees become disabled in the course of their employment, every effort is made to provide them continuing employment.

During the period, management have had a policy of providing employees with information about the group. Regular meetings are held between management and employees to allow a free flow of information and ideas.

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The following report considers the impact of the group, including any subsidiaries which are required to report under the SECR regulations. Those entities which are exempt from reporting by virtue of not being a large entity or by virtue of being a low consumption user have not been included.

BGEN Limited is committed to reducing it’s impact on climate change and the reduction of carbon emissions associated with it’s products and services. This is in line with customer’s requirements and the UK Government Net Zero target of 2050. The requirements to reduce our Scope 1 and 2 emissions are well understood by BGEN Limited, as is the need to continue to enhance our recording, monitoring and understanding of our Scope 3 emissions, with a view to reducing them going forward.

Since BGEN have been recording our carbon emissions we have reduced our carbon footprint by 21%, this is largely due to but not limited to;

• The investment to make our head office a Net Zero building;

• The purchase of 100% renewable electricity.

This is in line with our commitment to reduce our carbon footprint by 25% by 2025.

During the financial year May 2022 – April 2023, BGEN Limited has monitored the carbon emissions associated with various aspects of it’s operations. The table below shows the Carbon Dioxide (equivalent) emissions in tonnes for the Scopes 1, 2 and 3.

* Calculated from conversion factors available from UK government (https://assets.publishing.service.gov.uk/government/uploads/system/uploads/attachment_data/file/47732/7309-cca-draft-technical-guidance-app-b.xls)

** Scope 2 emissions for BGEN Limited were calculated from meter readings at 97.8 tCO2 (e). However as BGEN Limited has sourced zero emission electricity the above table has been changed to zero. An OfGEM certificate for 100% renewable energy is available. Electricity emissions stated above all relate to Building Enginering Solutions Limited, a subsidiary.

Staff Awareness:

Communications regarding the environment and carbon reduction have been issued throughout the year to further enhance staff awareness of new schemes and initiatives to help BGEN Limited reduce our carbon emissions.

Carbon Reduction Goals and Initiatives

BGEN Limited will continue to reduce its carbon emissions in line with the initial target of a 25% reduction in our Scope 1 and 2 Emissions by 2025 from the financial year 2019-2020. It is noted that BGEN is on target to meet this initial target, although it has not been met during this financial year, mainly for the reasons given above.

In order to continue working to reduce carbon emissions, BGEN Limited will consider the following:

• Set Science Based Targets to provide a clearly-defined pathway to reduce GHG emissions;

• Explore options for low carbon alternatives such as hybrid and electric vehicles for fleet;

• Review availability of Hydrotreated Vegetable Oil (HVO) and it’s applicability to our needs;

• Continue to use technology to allow for a reduction in travel to meetings etc.;

• Continue to develop a carbon reduction culture from design to delivery;

• Continue to replace fluorescent and incandescent units with LED’s;

• Explore options for low carbon welfare solutions for site working;

• Identify where BGEN Limited can contribute to the circular economy;

• Work with our supply chain to understand emissions and possible ways to reduce them;

• Explore additional certifications / registrations relating to sustainability;

• Continue to offset residual carbon emissions associated with the Firecrest Zero Project.

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 ;

•     prepare the 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.

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 BGEN Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2023 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).

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 30 April 2023 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 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 £5,332,209 (2022 - £2,655,339 profit).

BGEN Limited (“the company”) is a private limited company incorporated by shares in England and Wales. The registered office is BGEN House, Firecrest Court, Centre Park, Warrington, Cheshire, United Kingdom, WA1 1RG.

The group consists of BGEN 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, modified to include the revaluation of freehold properties and to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The parent company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

• Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;

• Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share based Payment’ – Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

• Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.

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 BGEN 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 30 April 2023. 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. The directors prepare detailed profit and cashflow projections for the company. These indicate that the company will generate operating profits and cash sufficient to enable it to continue to meet its obligations as they fall due. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

Profit on long-term contracts is taken as the work is carried out if the final outcome can be assessed with reasonable certainty. The profit included is calculated on a prudent basis to reflect the proportion of the work carried out at the year end, by recording turnover and related costs as contract activity progresses. Turnover is calculated as that proportion of total contract value which costs incurred to date bear to total expected costs for that contract. Subcontractor costs are accounted for on the basis of certified invoices received. Turnover derived from variations on contracts is recognised only when they have been accepted by the customer. Full provision is made for losses on all contracts during the year in which they are first foreseen.

Costs incurred in the early stages of contracts or where progress contract values are individually insignificant are held on the balance sheet as work in progress; related sales invoices are treated as deferred income.

Goodwill is the difference between amounts paid on the acquisition of a business and the fair value of the identifiable assets and liabilities. It is amortised to the profit and loss account over its estimated useful life of 10 years.

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.

The assets residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Revaluation of tangible fixed assets

Individual freehold properties are carried at fair value, plus subsequent additions less any subsequent accumulated depreciation and impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.

Fair value is determined from market based evidence normally undertaken by professionally qualified valuers.

Revaluation gains and losses are recognised in the statement of comprehensive income unless losses exceed the previously recognised gains, or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

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.

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).

Raw materials and consumables are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks.

Long term contract balances relate to cost incurred on contracts in advance of the stage of contract completion and are valued at cost.

Cash at bank and in hand are basic financial assets and include cash in hand and deposits held at call with banks. 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. Financial assets classified as receivable within one year are not amortised.

Financial assets are assessed for indicators of impairment at each reporting end date.

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 and loans from fellow 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 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. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

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

Equity instruments 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 enacted or substantively enacted at the balance sheet date. 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.

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

The company operates a defined contribution pension scheme and the pension charge represents the amounts payable by the company to the fund in respect of the year.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases are charged to the consolidated statement of comprehensive income on a straight line basis over the term of the relevant lease.

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to the consolidated statement of comprehensive income at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

Grants of a revenue nature are recognised in the consolidated statement of comprehensive income in the same period as the related expenditure.

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.

Other operating income

Other operating income consists of government grant income receivable in relation to the Coronavirus Job Retention Scheme. Income is recognised once the company is entitled to the income, which is when the claim is submitted.

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 estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The level of turnover recognised in respect of long term contracts is determined by reference to the proportion of work carried out at the year end, as explained in note 1.4. Professional judgement is applied by the company's own quantity surveyors in order to assess the stage of completion and raise appropriate and reasonable applications for payment.

Provisions are made against applications for payment and calculated amounts recoverable on contracts where the company believes there is reasonable doubt regarding the recoverability of amounts receivable.

In assessing the overall profitability of a contract, upon which attributable profit is calculated, an estimate is made of the remaining costs to be incurred (including costs associated with variations to the customer's original budget) in order to complete each long term contract. Judgement is also required in identifying loss making contracts in respect of which provision is made in full in the in the year in which the loss is first foreseen.

Turnover represents the amounts derived from the provision of goods and services which fall within the group's ordinary activities, stated net of value added tax.

The group operates in three principal areas of activity, that of engineering consultancy and design services, the design and construction of environmental facilities, and the design, manufacture and installation of partitions.

Grants received in the previous year relate to monies received under the government's Coronavirus Job Retention Scheme.

Exceptional costs in the previous year related to internal staff restructuring costs and costs associated with the rebranding of the company to BGEN Limited.

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2022 - 3).

Effective from 01 April 2023, the corporation tax rate in the United Kingdom was increased to 25%. The taxation rate applied to profits has been prorated to the number of days of the financial year under each tax rate, in accordance with HMRC guidance.

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:

The carrying value of freehold property comprises:

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

In July 2020, the freehold property portfolio was valued by Legat Owen Chartered Surveyors on an open market basis. The directors consider that there has been no material change in value since July 2020.

If revalued assets were stated on a historical cost basis rather than a fair value basis, the total amounts included would have been approximately £1,651,836, being cost of £2,482,602 and accumulated depreciation of £830,766 (2022: £1,701,488, being cost of £2,482,602 and accumulated depreciation of £781,114).

Details of the company's subsidiaries at 30 April 2023 are as follows:

Despite a 41% shareholding in BFP Services Limited, the entity is classified as a subsidiary due to the control exerted by the directors of BGEN Limited, and the voting rights attached to the shares as detailed in the documentation filed with Companies House.

1) BGen House, Firecrest Court, Warrington, Cheshire, WA1 1RG

2) Maple House, Sandbrook Business Park, Rochdale, England, OL11 1LQ

* held indirectly through Building Engineering Services Limited, effective shareholding 62%.

Included within trade debtors is a balance of £5,509,918 (2022: £3,486,023) relating to customer retentions due, of which £2,252,956 (2022: £2,415,529) is due in greater than 1 year of the balance sheet date.

Obligations under hire purchase contracts are secured against the assets to which they relate.

Details of the bank loans are disclosed in note 21.

Obligations under hire purchase contracts are secured against the assets to which they relate.

Details of the bank loans are disclosed in note 21.

The bank loans and overdrafts are secured by a first legal charge over the freehold land and buildings owned by the group, plus a fixed and floating charge over the assets of the group. There is also an unlimited guarantee between all group companies.

At the balance sheet date, the aggregate amount payable in respect of bank loans was £31,734 (2022: £41,929), all of which are repayable on demand.

Bank loans represent an amount taken out under the bounce back loan scheme. This was drawn down in June 2020, is unsecured and accrues interest at 2.5%.

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery and 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 following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

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 balance sheet date £265,601 (2022: £281,286) was payable to the fund, included within other creditors.

The non-distributable reserve records the increase in fair value of land and buildings and decreases to the extent that such decrease relates to an increase in the same asset.

The merger reserve is a non-distributable reserve created following the group re-organisation in April 2018 to recognise the fair value of the investments in subsidiary companies of the group at that date.

The profit and loss reserve represents accumulated trading profit, less equity dividends paid.

The company is party to a composite guarantee, dated 11 August 2003, in respect of amounts owing to Barclays Bank plc by the group of companies headed by BGen Limited. At the balance sheet date the total group indebtedness secured by the guarantee amounted to £nil (2022: £195,232).

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 company has taken advantage of the provision under Financial Reporting Standard FRS 102, Section 33.1A, from disclosing transactions and balances with wholly owned subsidiaries within the group headed by BGEN Limited.

At the balance sheet date, the company owed £1,526,160 (2022: £3,070,965) to Building Engineering Solutions Limited, a subsidiary undertaking. The amount is unsecured, and represents a trading balance due in less than one year. In the year, the company made sales of £8,549,929 (2022: £19,019,768) to and purchases of £16,278,997 (2022: £22,363,781) from Building Engineering Solutions Limited.

In the year, the company made sales of £nil (2022: £nil) to and purchases of £318,495 (2022: £15,780) from Norwood Group Limited, a subsidiary undertaking.

At the balance sheet date, the company was owed £681,660 (2022: £1,589,613) by BFP Services Limited, a subsidiary undertaking.

At the balance sheet date, the company was owed £nil (2022: £nil) by S&B Nuclear Services Limited, a joint venture of the company.

In the opinion of the directors there was no individual controlling party in the year.