IRIS Accounts Production v25.1.3.33 11234363 Board of Directors 31.8.24 1.9.23 31.8.24 31.8.24 true true true false true true false false false false false false true true false Ordinary 1.00000 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh112343632023-08-31112343632024-08-31112343632023-09-012024-08-31112343632022-08-31112343632022-09-012023-08-31112343632023-08-3111234363ns15:EnglandWales2023-09-012024-08-3111234363ns14:PoundSterling2023-09-012024-08-3111234363ns10:Director12023-09-012024-08-3111234363ns10:Consolidated2024-08-3111234363ns10:ConsolidatedGroupCompanyAccounts2023-09-012024-08-3111234363ns10:PrivateLimitedCompanyLtd2023-09-012024-08-3111234363ns10:Consolidatedns10:FRS1022023-09-012024-08-3111234363ns10:Consolidatedns10:Audited2023-09-012024-08-3111234363ns10:Medium-sizedCompaniesRegimeForDirectorsReport2023-09-012024-08-3111234363ns10:Medium-sizedCompaniesRegimeForAccounts2023-09-012024-08-3111234363ns10:Consolidatedns10:LargeCompaniesRegimeForDirectorsReport2023-09-012024-08-3111234363ns10:Consolidatedns10:LargeCompaniesRegimeForAccounts2023-09-012024-08-3111234363ns10:FullAccounts2023-09-012024-08-3111234363ns5:Subsidiary12023-09-012024-08-3111234363ns5:Subsidiary22023-09-012024-08-3111234363ns5:Subsidiary32023-09-012024-08-311123436312023-09-012024-08-3111234363ns10:OrdinaryShareClass12023-09-012024-08-3111234363ns10:Consolidated2023-09-012024-08-3111234363ns10:Director22023-09-012024-08-3111234363ns10:RegisteredOffice2023-09-012024-08-3111234363ns10:Consolidated2022-09-012023-08-3111234363ns5:CurrentFinancialInstruments2024-08-3111234363ns5:CurrentFinancialInstruments2023-08-3111234363ns5:ShareCapital2024-08-3111234363ns5:ShareCapital2023-08-3111234363ns5:CapitalRedemptionReserve2024-08-3111234363ns5:CapitalRedemptionReserve2023-08-3111234363ns5:RetainedEarningsAccumulatedLosses2024-08-3111234363ns5:RetainedEarningsAccumulatedLosses2023-08-3111234363ns5:ShareCapital2022-08-3111234363ns5:RetainedEarningsAccumulatedLosses2022-08-3111234363ns5:CapitalRedemptionReserve2022-08-3111234363ns5:RetainedEarningsAccumulatedLosses2022-09-012023-08-3111234363ns5:CapitalRedemptionReserve2022-09-012023-08-3111234363ns5:RetainedEarningsAccumulatedLosses2023-09-012024-08-3111234363ns5:CapitalRedemptionReserve2023-09-012024-08-3111234363ns5:NetGoodwill2023-09-012024-08-3111234363ns5:IntangibleAssetsOtherThanGoodwill2023-09-012024-08-3111234363ns5:PlantMachinery2023-09-012024-08-3111234363ns5:FurnitureFittings2023-09-012024-08-3111234363ns5:MotorVehicles2023-09-012024-08-3111234363ns5:ComputerEquipment2023-09-012024-08-3111234363ns5:CostValuation2023-08-31112343631ns5:Subsidiary12023-09-012024-08-3111234363ns5:Subsidiary12024-08-3111234363ns5:Subsidiary12023-08-3111234363ns5:Subsidiary12022-09-012023-08-3111234363ns5:Subsidiary232023-09-012024-08-3111234363ns5:Subsidiary242023-09-012024-08-3111234363ns5:Subsidiary22024-08-3111234363ns5:Subsidiary22023-08-3111234363ns5:Subsidiary22022-09-012023-08-31112343635ns5:Subsidiary32023-09-012024-08-3111234363ns5:Subsidiary32024-08-3111234363ns5:Subsidiary32023-08-3111234363ns5:WithinOneYearns5:CurrentFinancialInstruments2024-08-3111234363ns5:WithinOneYearns5:CurrentFinancialInstruments2023-08-3111234363ns10:OrdinaryShareClass12024-08-3111234363ns5:RetainedEarningsAccumulatedLosses2023-08-3111234363ns5:CapitalRedemptionReserve2023-08-31
REGISTERED NUMBER: 11234363 (England and Wales)


















GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2024

FOR

D3S ENTERPRISE LTD

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)






CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
for the Year Ended 31 August 2024




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 9

Report of the Independent Auditors 11

Consolidated Statement of Comprehensive Income 15

Consolidated Balance Sheet 16

Company Balance Sheet 17

Consolidated Statement of Changes in Equity 18

Company Statement of Changes in Equity 19

Consolidated Cash Flow Statement 20

Notes to the Consolidated Cash Flow Statement 21

Notes to the Consolidated Financial Statements 22


D3S ENTERPRISE LTD

COMPANY INFORMATION
for the Year Ended 31 August 2024







DIRECTORS: S Curtis
A Curtis





REGISTERED OFFICE: Unit 5 Cromwell Business Park
York Road
Wetherby
United Kingdom
LS22 7SU





REGISTERED NUMBER: 11234363 (England and Wales)





AUDITORS: Fairhurst Audit Services Ltd
Statutory Auditor
Chartered Accountants
Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

GROUP STRATEGIC REPORT
for the Year Ended 31 August 2024

The directors present their strategic report of the company and the group for the year ended 31 August 2024.

The accounting reference date of D3S Enterprise Ltd and its subsidiaries Dolce Ltd, Dolce UK Limited and DCS North West Ltd. (The Group) are co terminus. The only trade that The Group carries out is that performed by its subsidiary Dolce Ltd. Therefore these accounts reflect the trading that was conducted by Dolce Ltd.

Review of Business
The Group Turnover has increased this year by £7.6m (16%) to £53.5m. The directors consider this to be a solid and sustainable level of revenue growth, partially caused by increased pricing to reflect inflationary increases related to food and minimum wage but mainly by new contract wins.
Turnover for the year to August 2025 is expected to climb further for similar reasons.
During the year we mobilised 58 new school contracts (£4.7m of turnover). This included 1 Multi Academy Trust (MAT), 1 independent school and 5 secondary schools. We invested £168k on mobilising new business on three to five year contracts.
During the year, the group was finally able to repay all remaining amounts due ahead of schedule in respect of the Coronavirus Business Interruption Scheme (CBILS) loan, during March 2024.
As at 31 August 2024 the pension scheme was an asset of £3.8m (surplus), a £1.1m movement on the prior year. A schedule of contributions was made by the actuaries, reducing employer contributions to nil until August 2026, with six-monthly reviews scheduled to determine whether this continues to be reasonable.

Financial Key Performance Indicators (KPI's)
FY 2024 FY 2023
Turnover £53.5m £45.9m

Gross Profit
£13.7m
(25.6%)

£9.8m (21%)
Overheads £10.0m £8.5m
Operating profit / (loss) £3.7m £888k
Net Assets £7.3m £4.7m
Employee Pension Funding FRS 102 Report £3.8m surplus £2.7m surplus

The £3.7m operating profit in the year is a £2.8m improvement on the previous year. A combination of operational efficiencies with meal-uptake and labour, rationalising a number of loss-making contracts and some one-off supply chain benefits were the primary causes for this. As a result, gross margin % increased in the year to 25.6% from 20.4% the previous year.
Administrative expenses increased by £1.5m in the year, but the overall expenditure was similar as a % of sales than 2023 by (18.7% in 2024 v 18.5% in 2023).
The gross margin % trend is not expected to continue upwards but should, after adjusting for one-off activity, stabilise at a level slightly below 2024's actual. With minimum wage, food inflation and, specific to 2025, a change in NI rates and thresholds, it is imperative that Dolce keeps a close eye on gross margin management as just one year can easily see double digit % cost increases.

Non-Financial Key Performance Indicators
The KPIs that underpin business performance are either financial / quantitative (F) or qualitative (Q)

Customer Churn (F):
At the start of the year 606 clients were in service. At the end of the year 620 clients were in service (a net growth of 14 clients)

Customer Satisfaction (Q):
The target customer satisfaction rating for 2023/2024 was 80%.
Customer satisfaction levels are monitored by a telephone call with each head teacher who completes a series of five questions about elements of our service - the same five questions are asked every year and so we can accurately monitor satisfaction and identify problem areas and remedy quickly.

2023-2024 - 78%
2022-2023 - 75%
2021-2022 - 81%
2020-2021 - 72%
2019-2020 - N/A due to Covid

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

GROUP STRATEGIC REPORT
for the Year Ended 31 August 2024

2018-2019 - 82%

PRINCIPAL RISKS AND UNCERTAINTIES
Food supply disruption & inflation

Our food supply chain saw a major improvement in the financial year, with service levels from our main supplier above 98% for the first time since pre-Covid. The benefits of this, with fewer stock-outs, more stable pricing during the year and fewer substitutes to manage provided a much-needed lift to Dolce's operations.

Post year-end unfortunately saw 2024/2025 increases on menu staples such as potatoes, broccoli and cheese, with increases on those products and others being of such a scale the overall shopping basket rose by greater than 8% by November 2024.

Dolce works very closely with its main food supplier, including managing menus, stocking, logistics and the inevitable variations that happen due to harvests and availability of fresh produce. It has also worked closely with its supplier to switch from tele-sales ordering to EDI ordering during the year, for greater than 90% of its activity, to improve efficiency of ordering, account management and process.


Minimum Wage and Free School Meals

As at April 2024 the minimum wage increased by 9.8% to £11.44 (up £1.02 from £10.42 the previous year).

There was no increase in Government Free School Meals ("FSM") or Universal Infant Free School Meal ("UIFSM") funding, which remained at £2.53 per pupil. This is continuing the trend of Dolce being forced to ask schools for more money than they receive from the Government.

Government Funding

A recent announcement has indicated that the FSM & UIFSM meal rate will increase to £2.58, applicable for the entirety of the 2024/2025 academic year. At the time of writing there has been no announcement whether the rate will increase for the 2025/2026 academic year. LACA (Local Authority Caterers Association) have continued to lobby the government to maintain a healthy investment in the provision of UIFSM and FSM but as yet the scheme remains increasingly underfunded.

There has been increasing amounts of Government communications surrounding funding of meal provision via breakfast clubs but, at the time of writing, the extent of this is unclear.

The Directors are closely assessing the future impact that this lack of investment will have upon the school meals market and the quality of food provided across England & Wales.


Financial Risk Management

The company is exposed to financial risks that include the effects of credit risk, liquidity risk, inflation risk and interest rate risk. The company has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the company by monitoring levels of debt finance and the related finance costs.

Dolce's cash collection has improved significantly during the year, assisting in facilitating the settlement of the CBILS loan, and to ease cashflow concerns.


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

GROUP STRATEGIC REPORT
for the Year Ended 31 August 2024

SECTION 172(1) STATEMENT
The Directors are aware of their duties set out in section 172 of the Companies Act 2006 ("s172") to act in the way they consider, in good faith, would be most likely to promote the success of the Company under s172 and in doing so have regard (amongst other matters) to.

- The likely consequences of any decision in the long-term;
- The interests of the company's employees;
- The need to foster the company's business 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 as between members of the company

The directors are committed to developing and maintaining a governance framework that is appropriate to the business and supports effective decision making coupled with robust oversight of risks and internal controls.

The directors have a duty to promote the success of the group, and this relies on strong relationships and support and the joint efforts of stakeholders, which includes garnering the opinions and considering the needs of each stakeholder and responding in a relevant way to meet each stakeholder group and their concerns.

The following details the above statement further and should be read in conjunction with the Statement of Corporate Governance Arrangements also:

ENGAGEMENT WITH EMPLOYEES
The Group adheres to, and is compliant with, all employment legislation, including national minimum wage, and ensures it treats all its employees fairly by maintaining a fair pay gap based on role and responsibilities. Equal opportunities are promoted with no bias or prejudice tolerated, and recruitment is focused on merit, encouraging applicants from a diverse background.

Disabled Employees

The group ensures full and fair consideration is given to employment applications made by disabled candidates. Employees who become disabled are provided with reasonable adjustment and necessary equipment that enables them to continue their employment.


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

GROUP STRATEGIC REPORT
for the Year Ended 31 August 2024

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS
Stakeholder Management

The group's executive management team are aware of their responsibilities to other key stakeholders and ensure that relationship management is always of the highest importance.

Regular customer interface is clearly at the top of this list, working with each school customer to optimise service levels, the provision of nutritious food within available budgets in a difficult funding environment.

There is also significant focus on food quality and supply, employee and union relationships, insurers, bankers, software providers, in particular in respect of the school management system and HR/Payroll systems and the group's pension advisors and trustees.

The business works closely with its key software supplier to integrate and communicate between end user, parents, school, kitchen, and Dolce head office. Ongoing development, feedback and continuous improvement is at the centre of this engagement.

Suppliers are treated fairly, honestly, and respectfully and there is a strong culture of collaborative partnerships with key providers, very much driven by board and executive conduct, behaviour, and influence. Further to this, the company pays its invoices on time every time.

Health & Safety

Health & safety (incorporating food hygiene, allergen management and risk management) are key areas of control for the business. As well as system driven controls for allergens and food hygiene the company employs a specific individual that manages health and safety. Their role is to keep other employees aware of legislation, changes to legislation, their roles and responsibilities with regards workplace management, manage training and limit employee and company exposure to situations that may arise. Incident levels are low and, as an objective third party measure, insurance claims are consistently low, resulting in low claim rebates.


Maintaining business conduct standards

We operate to a Food Safety Policy compiled in conjunction with Wigan Council's Primary Authority Trust that exceeds legislative food safety standards. We ensure rigorous hygiene practices, regular staff training and thorough quality control measures to guarantee the safety and excellence of our services.

We are committed to maintaining high standards of business conduct, as our ISO9001:2008 Quality Management Accreditation demonstrates. This certification and our annually reviewed Quality Policy ensure that all monitoring is documented, corrective actions are recorded, and solutions are tracked until we are confident that problems do not reoccur. Our commitment to continuous improvement and compliance with industry best practices reflects our dedication to providing safe, high-quality food to all our clients.

Termly audits are conducted to form part of a documented audit trail, focusing on the following:
Inspecting kitchens and food storage areas
Ensuring HACCP (Hazard Analysis and Critical Control Points) documents are completed
Observing catering teams to ensure adherence to standards
Reviewing customer care, portion sizes, food display, and cleanliness

We also track KPIs, including meal uptake, ingredient quality, and dish popularity, to ensure we continually improve the service.


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

GROUP STRATEGIC REPORT
for the Year Ended 31 August 2024

STATEMENT OF CORPORATE GOVERNANCE ARRANGEMENTS
As a privately owned group, D3S Enterprise Ltd, is not required to follow the UK Corporate Governance Code. It is however, committed to the highest standards of governance and corporate responsibility and has considered the Wates Corporate Governance Principles for large private groups which are summarised below and should be read in conjunction with the group's section 172(1) statement and wider strategic report:

Purpose and Leadership - the directors are responsible for ensuring the group's purpose, vision and values, which are communicated across the business through multiple mediums including the group's offices, operations managers and school environment

Board Composition - the composition of the board and executive leadership team is considered appropriate for the size and complexity of the businesses, with all members contributing a wide variety of experience. The Executive team and Board of directors meet at least termly, reporting on all aspects of the business in addition to monthly reporting coordinated by the Finance Director. Additional board meetings are held throughout the year to set strategy.

Directors Responsibilities - the managing director and department heads making up the executive team take responsibility for the performance of the business under their control, including additional projects as required for strategic projects across the business

Opportunity and Risk - The directors scrutinise every aspect of the business constantly, with the experience and capability of board members and external advisors (including retired board members and shareholders) used to inform the statutory directors

Remuneration - the business uses incentive arrangements aligned to individuals and business performance for key staff to align with the company strategy, and plans to introduce more formal remuneration policies as it grows further in the near future, in line with the Wates principles.

Stakeholder Relationships and Engagement - the directors recognise the vital importance fostering effective stakeholder relationships with headteachers, pupils, school staff, suppliers and employees, and particularly emphasise this through school surveys annually and a constant investment in the customer service team, to inform where action is necessary to maintain and strengthen stakeholder relationships.


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

GROUP STRATEGIC REPORT
for the Year Ended 31 August 2024


STREAMLINED ENERGY AND CARBON REPORTING
GHG Emissions & Energy Use Data for 01/09/23 to 31/08/24

Financial Year: 1st Sep - 31st Aug Current Reporting Year - 2024 (UK & Offshore )
Gas (kWh) 303,048
Electricity (kWh) 213,025
Transportation (kWh) 1,281,751
Emissions from combustion of gas tCO2e (Scope 1) 55.4
Emissions from combustion of fuel for transport purposes, tCO2e (Scope 1)
34.1
Emissions from employee-owned vehicles where company is responsible for purchasing the fuel, tCO2e (Scope 3)

276.7
Emissions from purchased electricity, tCO2e (Scope 2, location-based)
44.1
Total gross CO2e based on above, tCO2e 410.3
Intensity ratio: tCO2e/SqFt (Combined area of 8,398 SqFt)
0.049


Energy Efficiency Action Between 01/09/23 to 31/08/24
A drop / delivery cap on food delivery from the main supplier of 2 days per week on primary schools and 3 days per week on high schools has been implemented to reduce the carbon footprint.
At the Lowton site, LED lighting has been installed. A new efficient AC system has also been installed.

Calculation Methodology
Green Energy Consulting has assessed D3S Enterprise Limited Holding Co.'s GHG emissions in accordance with HM Government's 'Environmental Reporting Guidelines: Including streamlined energy and carbon reporting guidance', March 2019 update. In order to calculate emissions '2024 UK Government GHG Conversion Factors for Company Reporting' have been used.
For gas and electricity data, annual energy consumption in kWh, over the reporting period was converted to tCO2e using the above described GHG conversion factors.
Scope 3 transport data in the form of mileage claims was converted to tCO2e using the aforementioned conversion factors. Scope 1 transport data in the form of litres of fuel from fuel card spend was also converted to tCO2e using the aforementioned conversion factors

SECR Reporting Commentary
D3S Enterprise Limited Holding Co. consumed 1,797,824 kWh of energy, split between gas (303,084 kWh), electricity (213,025 kWh), and transport (1,281,751 kWh) equating to emissions of 410.3 tonnes of CO2 equivalent with scope 1 emissions accounting for 22% of emissions, scope 2 emissions accounting for 11%, and scope 3 emissions accounting for the remaining 67%.
An intensity ratio of 1.0 tCO2e per employee has been calculated based on a total combined area of 8,398 SqFt across all sites.

FUTURE DEVELOPMENTS
For the first time since Covid in 2020 the year had, comparatively speaking, a settled feel to its sales, operations, and finance functions. That the financial results began to mirror that of pre-Covid times, albeit on a much greater turnover level, is relieving, but is also testament to the resilience of Dolce's people, methods and systems.

The desire and expectation of the Directors to grow the business endures, and therefore the ongoing pursuit of continuous improvement and recruitment of high-calibre personnel remains a constant.

The launch of a new payroll and HR management system occurred during the latter part of the 2023/2024 year, and this has systemised much needed aspects of the company.

Competition continues to be fierce, but Dolce continues to be confident it has the people, systems and processes it needs to remain a major performer and innovator in the marketplace.


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

GROUP STRATEGIC REPORT
for the Year Ended 31 August 2024

GOING CONCERN
The UK Government is committed to keeping FSM in primary and secondary education, and UIFSM for key stage 1 pupils in primary schools, across the country.

In assessing the group's ability to continue as a going concern the directors have considered the ongoing performance to 2026. The strong financial performance and cash balances provide confidence that Dolce will continue to perform successfully and meet its financial obligations both in 2024/2025, but also in the 2025/2026 financial year.

The group therefore continues to adopt the going concern basis in preparing the financial accounts.

ON BEHALF OF THE BOARD:





S Curtis - Director


22 May 2025

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

REPORT OF THE DIRECTORS
for the Year Ended 31 August 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 August 2024.

PRINCIPAL ACTIVITY
The principal activity of the group in the year under review was that of its only trading subsidiary Dolce Limited, which was that of catering services.

The principal activity of the company is that of holding company.

DIVIDENDS
Interim dividends totalling £150.43414 per share were paid on the Ordinary £1 shares during the year.

The total distribution of dividends for the year ended 31 August 2024 will be £1,579,559

RESEARCH AND DEVELOPMENT
There is unlikely to be any major investment in external research and development work in the foreseeable future. Research in the marketplace and interrogation of data and trends is always at the forefront of the innovation we adopt. However, much of this can and is done in-house using our industry knowledge and data management expertise. Any expenditure, albeit relatively small, is likely to relate to marketing and intelligence gathering.

FUTURE DEVELOPMENTS
The directors and management are tirelessly dedicated to maintaining standards and using innovation to aspire to be amongst the finest schools caterers in the country.

There are no immediate plans to diversify away from this strategy as it has been hugely effective in winning and retaining business during recent years.

Ensuring our menus are enjoyable, popular and current, at the right price and with the right cost control strategy underpinning it is vital to our future successes.

This is probably best described as an evolution in the development of the business as opposed to anything radical

DIRECTORS
The directors shown below have held office during the whole of the period from 1 September 2023 to the date of this report.

S Curtis
A Curtis

DISCLOSURE IN THE STRATEGIC REPORT
The Streamlined Energy and Carbon Reporting Statement and the Corporate Governance Statement can be found in the Strategic Report.


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

REPORT OF THE DIRECTORS
for the Year Ended 31 August 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group 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 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 company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS
The auditors, Fairhurst Audit Services Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





S Curtis - Director


22 May 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
D3S ENTERPRISE LTD

Opinion
We have audited the financial statements of D3S Enterprise LTD (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2024 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of 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 of the parent company affairs as at 31 August 2024 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
D3S ENTERPRISE LTD


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page ten, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
D3S ENTERPRISE LTD


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and addressing risks of material misstatement in respect of irregularities, including fraud and
non-compliance with laws and regulations, our procedures included the following:
- The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
- We obtained an understanding of laws and regulations that affect the company, focusing on those that had a direct effect on the financial statements or that had a fundamental effect on its operations. Key laws and regulations that we have identified included FRS 102, Companies Act 2006, Tax legislation, data protection, employment,
environmental, food hygiene (including allergen control) and health & safety legislation.
- We assessed the extent of compliance with the laws and regulations identified above through making enquiries of
management and inspecting accreditations and legal correspondence.

In assessing the susceptibility of the company's and group's financial statements to material misstatement, including obtaining and understanding of how fraud might occur;
- We gained an understanding of the controls that management have in place to prevent and detect fraud. We enquired of management about any instances of fraud that had taken place during the year.

Auditors' responsibilities for the audit of the financial statements - continued

To address the risk of fraud through management bias and override of controls;
- We performed analytical procedures to identify any unusual or unexpected relationships;
- We tested journal entries to identify unusual transactions; and
- We assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias.

Due to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material
misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing fraud or non-compliance with laws and regulations and cannot be expected to detect all fraud and non-compliance with laws and regulations.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
D3S ENTERPRISE LTD


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 a Report of the Auditors 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.




Louise Webster BSc BFP ACA (Senior Statutory Auditor)
for and on behalf of Fairhurst Audit Services Ltd
Statutory Auditor
Chartered Accountants
Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB

22 May 2025

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

CONSOLIDATED
STATEMENT OF COMPREHENSIVE
INCOME
for the Year Ended 31 August 2024

2024 2023
Notes £    £    £   

TURNOVER 53,513,077 45,950,035

Cost of sales 39,801,588 36,577,087
GROSS PROFIT 13,711,489 9,372,948

Administrative expenses 10,010,587 8,485,029
OPERATING PROFIT 5 3,700,902 887,919

Income from fixed asset investments - 431
Interest receivable and similar income 90,430 -
Other finance income 23 131,000 93,000
221,430 93,431
3,922,332 981,350

Interest payable and similar expenses 6 47,319 100,572
PROFIT BEFORE TAXATION 3,875,013 880,778

Tax on profit 7 1,048,574 265,535
PROFIT FOR THE FINANCIAL YEAR 2,826,439 615,243

OTHER COMPREHENSIVE INCOME
Remeasurement of defined benefit
obligation 11,000 996,000
Return on assets, excluding interest
income 1,410,000 (240,000 )
Income tax relating to components of other
comprehensive income

(76,000

)

(127,650

)
OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF INCOME TAX

1,345,000

628,350
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

4,171,439

1,243,593

Profit attributable to:
Owners of the parent 2,826,439 615,243

Total comprehensive income attributable to:
Owners of the parent 4,171,439 1,243,593

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

CONSOLIDATED BALANCE SHEET
31 August 2024

2024 2023
Notes £    £    £   
FIXED ASSETS
Intangible assets 11 - -
Tangible assets 12 86,001 69,035
Investments 13 - -
86,001 69,035

CURRENT ASSETS
Stocks 14 214,369 106,315
Debtors 15 3,600,891 4,451,389
Cash at bank and in hand 6,038,074 3,098,151
9,853,334 7,655,855
CREDITORS
Amounts falling due within one year 16 6,021,598 4,726,866
NET CURRENT ASSETS 3,831,736 2,928,989
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,917,737

2,998,024

CREDITORS
Amounts falling due after more than one
year

17

-

(766,667

)

PROVISIONS FOR LIABILITIES 21 (431,623 ) (237,123 )

PENSION ASSET 24 3,837,000 2,737,000
NET ASSETS 7,323,114 4,731,234

CAPITAL AND RESERVES
Called up share capital 22 10,500 10,500
Capital redemption reserve 23 556,800 556,800
Retained earnings 23 6,755,814 4,163,934
SHAREHOLDERS' FUNDS 7,323,114 4,731,234

The financial statements were approved by the Board of Directors and authorised for issue on 22 May 2025 and were signed on its behalf by:





S Curtis - Director


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

COMPANY BALANCE SHEET
31 August 2024

2024 2023
Notes £    £    £   
FIXED ASSETS
Intangible assets 11 - -
Tangible assets 12 - -
Investments 13 893,971 893,971
893,971 893,971

CURRENT ASSETS
Debtors 15 124,617 200,093
Cash at bank 53,644 53,704
178,261 253,797
CREDITORS
Amounts falling due within one year 16 126,782 233,668
NET CURRENT ASSETS 51,479 20,129
TOTAL ASSETS LESS CURRENT
LIABILITIES

945,450

914,100

CAPITAL AND RESERVES
Called up share capital 22 10,500 10,500
Capital redemption reserve 23 556,800 556,800
Retained earnings 23 378,150 346,800
SHAREHOLDERS' FUNDS 945,450 914,100

Company's profit/(loss) for the financial year 1,610,909 (240 )

The financial statements were approved by the Board of Directors and authorised for issue on 22 May 2025 and were signed on its behalf by:





S Curtis - Director


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 August 2024

Called up Capital
share Retained redemption Total
capital earnings reserve equity
£    £    £    £   
Balance at 1 September 2022 10,500 2,920,341 556,800 3,487,641

Changes in equity
Total comprehensive income - 1,243,593 - 1,243,593
Balance at 31 August 2023 10,500 4,163,934 556,800 4,731,234

Changes in equity
Dividends - (1,579,559 ) - (1,579,559 )
Total comprehensive income - 4,171,439 - 4,171,439
Balance at 31 August 2024 10,500 6,755,814 556,800 7,323,114

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

COMPANY STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 August 2024

Called up Capital
share Retained redemption Total
capital earnings reserve equity
£    £    £    £   
Balance at 1 September 2022 10,500 347,040 556,800 914,340

Changes in equity
Total comprehensive income - (240 ) - (240 )
Balance at 31 August 2023 10,500 346,800 556,800 914,100

Changes in equity
Dividends - (1,579,559 ) - (1,579,559 )
Total comprehensive income - 1,610,909 - 1,610,909
Balance at 31 August 2024 10,500 378,150 556,800 945,450

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

CONSOLIDATED CASH FLOW STATEMENT
for the Year Ended 31 August 2024

2024 2023
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 6,016,472 1,406,824
Interest paid (47,319 ) (100,572 )
Tax paid (426,731 ) (60,000 )
Net cash from operating activities 5,542,422 1,246,252

Cash flows from investing activities
Purchase of tangible fixed assets (60,000 ) (35,421 )
Sale of tangible fixed assets 32,310 19,548
Sale of fixed asset investments - (45,359 )
Sale of current asset investments - 1,562,410
Interest received 90,430 -
Dividends received - 431
Net cash from investing activities 62,740 1,501,609

Cash flows from financing activities
Loan repayments in year (1,166,667 ) (400,000 )
Amount introduced by directors 163,227 -
Amount withdrawn by directors (82,240 ) (12,751 )
Equity dividends paid (1,579,559 ) -
Net cash from financing activities (2,665,239 ) (412,751 )

Increase in cash and cash equivalents 2,939,923 2,335,110
Cash and cash equivalents at beginning of
year

2

3,098,151

763,041

Cash and cash equivalents at end of year 2 6,038,074 3,098,151

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
for the Year Ended 31 August 2024

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS

2024 2023
£    £   
Profit before taxation 3,875,013 880,778
Depreciation charges 22,474 73,262
(Profit)/loss on disposal of fixed assets (11,806 ) 29,693
Adjustment for pension funding 452,000 206,000
Finance costs 47,319 100,572
Finance income (221,430 ) (93,431 )
4,163,570 1,196,874
Increase in stocks (108,054 ) (78,380 )
Decrease/(increase) in trade and other debtors 682,477 (551,326 )
Increase in trade and other creditors 1,278,479 839,656
Cash generated from operations 6,016,472 1,406,824

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 August 2024
31/8/24 1/9/23
£    £   
Cash and cash equivalents 6,038,074 3,098,151
Year ended 31 August 2023
31/8/23 1/9/22
£    £   
Cash and cash equivalents 3,098,151 763,041


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1/9/23 Cash flow At 31/8/24
£    £    £   
Net cash
Cash at bank and in hand 3,098,151 2,939,923 6,038,074
3,098,151 2,939,923 6,038,074
Debt
Debts falling due within 1 year (400,000 ) 400,000 -
Debts falling due after 1 year (766,667 ) 766,667 -
(1,166,667 ) 1,166,667 -
Total 1,931,484 4,106,590 6,038,074

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the Year Ended 31 August 2024

1. STATUTORY INFORMATION

D3S Enterprise Ltd and its subsidiaries DCS (North West) Limited , Dolce UK Limited and Dolce Limited are limited companies incorporated and domiciled in the United Kingdom. The address of the registered office for D3S Enterprise Ltd is disclosed on page 1. The registered office and principal place of business of the intermediary holding company D.C.S (North West) Limited, dormant subsidiary Dolce UK Limited and the trading company Dolce Limited is Lowton Business Park Newton Road, Lowton St Mary's, Warrington, Lancashire, England, WA3 2AN. Dolce Limited provides catering services nationally.

2. STATUTORY INFORMATION

D3S Enterprise LTD is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The parent company is included in the consolidated financial statements and is considered to be a qualifying entity under FRS 102 paragraphs 1.8 to 1.12

Going Concern
Most of The Group's income comes from School institutions paying for the Government funded Universal Infant Free School Meals. State Schools, as arms of the State, are unlikely to default on their payments or experience liquidation.

The UK Government is committed to keeping FSM in primary and secondary education, and UIFSM for key stage 1 pupils in primary schools, across the country.

In assessing the group's ability to continue as a going concern, the directors have considered the ongoing performance to 2026. The strong financial performance and cash balances provide confidence that the group will continue to perform successfully and meet its financial obligations both in 2024/2025, but also in the 2025/2026 financial year.

After reviewing the group's forecasts and projections, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence and meet its debts for the foreseeable future not limited to a period of 12 months from the signing of these accounts. The company therefore continues to adopt the going concern basis in preparing the financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions
The group has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirement of paragraph 33.7.

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

3. ACCOUNTING POLICIES - continued

Basis of consolidation
The Group consolidated financial statements are prepared to 31 August 2024. These include the Company and its subsidiary undertakings all of which have an accounting reference date of 31 August each year.
The accounts of the subsidiary Dolce Ltd have been prepared for the financial year ended 30 August 2024, which is the last Friday in August, in accordance with section 390(3) of the Companies Act 2006, this does not change the accounting reference date and thus have been used in the consolidated accounts without adjustment.

The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed.

Business combinations are accounted for by applying the purchase method.

The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination.

On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.

Where the fair value of the group's interest in the assets, liabilities and contingent liabilities acquired exceeds the cost of the business combination, negative goodwill arises. The Group, after consideration of the assets, liabilities and contingent liabilities acquired and the cost of the combination, recognises negative goodwill on the balance sheet and releases this to profit and loss, up to the fair value of non-monetary assets acquired, over the periods in which the non-monetary assets are recovered and any excess over the fair value of non-monetary assets in the income statement over the period expected to benefit. The negative goodwill is released in line with the depreciation of the tangible fixed assets being 25% cost (4 years).

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

3. ACCOUNTING POLICIES - continued

Significant judgements and estimates
Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where these judgements and estimates have been made include:

Depreciation and residual values

The directors have reviewed the asset lives and associated residual values of all fixed asset classes, and in particular, the useful economic life and residual values of property plant and equipment, and have concluded that the asset lives and residual values are appropriate.

Provisions

Provisions are measured at the best estimate of the amount required to settle the obligation at the reporting date and should take into account the time value of money where material. The provision is then adjusted at each reporting date. The unwinding of any discount is included within finance costs.

Site consumables policy

The directors have reviewed the usage of, cost per school contract and monitoring practicality for small IT consumables such as touchscreens and have concluded that they are to be written off in the year the contract commences. All replacements are also to be written off when purchased.

Site on-boarding and maintenance costs

The directors have reviewed the costs of on-boarding new sites and have judged that it gives a true and fair view to spread these costs over the life of the initial contract.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill
Goodwill, being the amount paid in connection with the acquisition of a business in 2018, is being amortised evenly over its estimated useful life of four years.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.
Plant and machinery - 25% on cost
Fixtures and fittings - 25% on cost
Motor vehicles - 25% on cost
Computer equipment - 25% on cost

Tangible fixed assets are recognised at cost less depreciation.

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

3. ACCOUNTING POLICIES - continued
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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

A deferred tax asset / (liability is recognised on the pension scheme (deficit) / surplus when a deficit recovery or contribution holiday has been agreed by the scheme actuary.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
When employees have rendered service to the group, short-term employee benefits to which the employees are entitled are recognised at the undiscounted amount expected to be paid in exchange for that service.

The group operates a defined benefit plan for the benefit of some of its employees (Dolce Limited Retirement Benefits Scheme). A liability for the company's obligations under the plan is recognised net of plan assets. The net change in the net defined benefit liability is recognised as the cost of the defined benefit plan during the period. Pension plan assets are measured at fair value and the defined benefit obligation is measured on an actuarial basis using the projected unit method.

The most recent formal funding valuation by the Scheme Actuary had an effective date of 1 September 2021. FRS 102 allows those results to be approximately updated to estimate Scheme liabilities.

The assets of the Dolce Limited Retirement Benefits Scheme are invested and managed independently of the finances of the company.

The Dolce Limited Retirement Benefits Scheme is a funded scheme and the assets are held separately from those of the company in separate trustee administration funds.

Local Authority Defined Benefit Schemes
The company participates in several defined benefit scheme, with assets and liabilities held separately from those of the company in separate trustee administered funds. the company's contributions are affected by the surplus or deficit in the schemes; however, it is not possible to identify the company's share of the underlying assets and liabilities in the schemes on a consistent reasonable basis. Therefore, in accordance with FRS102 28.40A, the schemes are accounted for as if they were defined contribution schemes.

Defined Contribution Pension Schemes
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

3. ACCOUNTING POLICIES - continued

Current asset investments
Current asset investments are initially measured at cost and revalued to reflect market value.

Provisions and contingencies
A provision is recognised where there is a present obligation (either legal or constructive) as a result of a past event and where a transfer of economic benefits is probable to settle the obligation and the obligation can be reliably measured.

Contingent assets are not recognised until the flow of future benefits is virtually certain.

Site consumables policy
The directors have reviewed the useage of, cost per school contract and monitoring practicality for small IT consumables such as touchscreens and have concluded that they are to be written off in the year the contract commences. All replacements are also to be written off when purchased.

Site on-boarding

During the year the company has moved into secondary school provision, which has required much greater on-boarding costs than for primary schools. These costs have been spread across the life of the initial contract.

Site maintenance

Site maintenance costs and company kitchen repairs are written off in the year that they occur.

4. EMPLOYEES AND DIRECTORS
2024 2023
£    £   
Wages and salaries 24,549,836 22,360,504
Social security costs 1,092,687 876,122
Other pension costs 1,592,149 1,187,209
27,234,672 24,423,835

The average number of employees during the year was as follows:
2024 2023

Management 14 13
Administrative 59 65
Catering 2,040 1,991
2,113 2,069

2024 2023
£    £   
Directors' remuneration 453,462 197,871
Directors' pension contributions to money purchase schemes 283,894 38,368

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 2 2

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

4. EMPLOYEES AND DIRECTORS - continued

Information regarding the highest paid director for the year ended 31 August 2024 is as follows:
2024
£   
Emoluments etc 245,965
Pension contributions to money purchase schemes 82,981

5. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2024 2023
£    £   
Hire of plant and machinery 24,373 17,957
Depreciation - owned assets 22,530 73,262
(Profit)/loss on disposal of fixed assets (11,806 ) 29,693
Audit of the group and subsidiary companies 21,000 19,525
Taxation compliance services 7,500 6,480
Other non- audit services 16,497 16,220

6. INTEREST PAYABLE AND SIMILAR EXPENSES
2024 2023
£    £   
Bank loan interest 47,319 100,572

7. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2024 2023
£    £   
Current tax:
UK corporation tax 930,074 182,459

Deferred tax 118,500 83,076
Tax on profit 1,048,574 265,535

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

7. TAXATION - continued

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2024 2023
£    £   
Profit before tax 3,875,013 880,778
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2023 - 25 %)

968,753

220,195

Effects of:
Expenses not deductible for tax purposes - 11,535
Utilisation of tax losses - 60
Adjustments to tax charge in respect of previous periods (444 ) 37,383
Adjustment for defined benefit pension scheme 80,250 28,250
Roundings 15 35

Amounts due to difference in deferred tax rate and current tax rate - (29,697 )
Super deduction - (2,226 )
Total tax charge 1,048,574 265,535

Tax effects relating to effects of other comprehensive income

2024
Gross Tax Net
£    £    £   
Remeasurement of defined benefit
obligation 11,000 - 11,000
Return on assets, excluding interest
income 1,410,000 (76,000 ) 1,334,000
1,421,000 (76,000 ) 1,345,000

2023
Gross Tax Net
£    £    £   
Remeasurement of defined benefit
obligation 996,000 (127,650 ) 868,350
Return on assets, excluding interest
income (240,000 ) - (240,000 )
756,000 (127,650 ) 628,350

8. INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

9. DIVIDENDS
2024 2023
£    £   
Ordinary shares of £1 each
Interim 1,579,559 -

10. PRIOR YEAR ADJUSTMENT

A prior year adjustment has been made to correct the capital and reserves disclosure regarding the redemption of redeemable preference shares in 2019 and 2020 resulting in the recognition of a capital redemption reserve of £556,800.

11. INTANGIBLE FIXED ASSETS

Group
Goodwill
£   
COST
At 1 September 2023
and 31 August 2024 (129,779 )
AMORTISATION
At 1 September 2023
and 31 August 2024 (129,779 )
NET BOOK VALUE
At 31 August 2024 -
At 31 August 2023 -

12. TANGIBLE FIXED ASSETS

Group
Fixtures
Plant and and Motor Computer
machinery fittings vehicles equipment Totals
£    £    £    £    £   
COST
At 1 September 2023 110,460 51,376 275,745 10,028 447,609
Additions - - - 60,000 60,000
Disposals (413,210 ) (173,294 ) (31,885 ) (10,028 ) (628,417 )
At 31 August 2024 (302,750 ) (121,918 ) 243,860 60,000 (120,808 )
DEPRECIATION
At 1 September 2023 108,914 50,496 217,529 1,635 378,574
Charge for year 1,479 1,433 19,618 - 22,530
Eliminated on disposal (413,143 ) (173,847 ) (19,288 ) (1,635 ) (607,913 )
At 31 August 2024 (302,750 ) (121,918 ) 217,859 - (206,809 )
NET BOOK VALUE
At 31 August 2024 - - 26,001 60,000 86,001
At 31 August 2023 1,546 880 58,216 8,393 69,035

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

13. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 1 September 2023
and 31 August 2024 893,971
NET BOOK VALUE
At 31 August 2024 893,971
At 31 August 2023 893,971

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

D.C.S. (North West Limited)
Registered office: United Kingdom
Nature of business: Holding Company
%
Class of shares: holding
Ordinary 100.00
2024 2023
£    £   
Aggregate capital and reserves 93,121 97,590
Profit for the year 4,469 -

Dolce Limited
Registered office: United Kingdom
Nature of business: Catering services
%
Class of shares: holding
Ordinary 100.00
Non-Voting 100.00
2024 2023
£    £   
Aggregate capital and reserves 7,283,142 4,718,143
Profit for the year 4,171,499 1,243,833

Dolce UK Limited
Registered office: United Kingdom
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00
2024 2023
£    £   
Aggregate capital and reserves 108 108


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

14. STOCKS

Group
2024 2023
£    £   
Stocks 214,369 106,315

15. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Trade debtors 2,265,323 2,867,833 - -
Amounts owed by group undertakings 118,111 - - -
Other debtors 607,137 535,684 2,500 2,500
Directors' current accounts 82,240 163,227 75,000 150,476
Tax 47,117 252,317 47,117 47,117
Prepayments 480,963 632,328 - -
3,600,891 4,451,389 124,617 200,093

16. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Bank loans and overdrafts (see note 18) - 400,000 - -
Trade creditors 1,814,439 1,503,533 - -
Amounts owed to group undertakings 118,111 - 118,111 224,997
Tax 480,602 182,459 - -
Social security and other taxes 334,593 203,476 - -
VAT 1,018,578 1,353,720 - -
Other creditors 1,123,442 402,013 8,671 8,671
Accrued expenses 1,131,833 681,665 - -
6,021,598 4,726,866 126,782 233,668

17. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group
2024 2023
£    £   
Bank loans (see note 18) - 766,667

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

18. LOANS

An analysis of the maturity of loans is given below:

Group
2024 2023
£    £   
Amounts falling due within one year or on demand:
Bank loans - 400,000
Amounts falling due between one and two years:
Bank loans - 1-2 years - 400,000
Amounts falling due between two and five years:
Bank loans - 2-5 years - 366,667

On the 6 March 2024 the CBIL was settled in full.

19. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Non-cancellable operating leases
2024 2023
£    £   
Within one year 2,568 -
Between one and five years 2,140 -
4,708 -

During the year the company ceased occupation of one of the kitchen facilities and novated the lease to a third party.

20. SECURED DEBTS

The bank loan is a CBIL loan which is secured as a fixed charge over fixed assets and debtor balances of the company and a floating charge over all property, assets and rights not subject to the fixed charge. On the 6 March 2024 the CBIL was settled in full. The charge was satisfied on 29 July 2024.

21. PROVISIONS FOR LIABILITIES

Group
2024 2023
£    £   
Deferred tax
Accelerated capital allowances 21,500 9,397
Tax losses carried forward - (12,782 )
Other timing differences 410,123 334,546
Deferred tax asset due within one year - (94,038 )
431,623 237,123

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

21. PROVISIONS FOR LIABILITIES - continued

Group
Deferred
tax
£   
Balance at 1 September 2023 237,123
Charge to Statement of Comprehensive Income during year 118,500
Charge to other comprehensive
income 76,000
Balance at 31 August 2024 431,623

22. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £    £   
10,500 Ordinary £1 10,500 10,500

After the balance sheet date but before the date of signing these reports, the company issued 836 ordinary shares (nominal value £1).

23. RESERVES

Group
Capital
Retained redemption
earnings reserve Totals
£    £    £   

At 1 September 2023 4,163,934 556,800 4,720,734
Profit for the year 2,826,439 2,826,439
Dividends (1,579,559 ) (1,579,559 )
Actuarial gain/(loss) relating to
pension scheme

1,421,000

-

1,421,000

Deferred tax movement relating
to pension surplus (76,000 ) - (76,000 )
At 31 August 2024 6,755,814 556,800 7,312,614

Company
Capital
Retained redemption
earnings reserve Totals
£    £    £   

At 1 September 2023 346,800 556,800 903,600
Profit for the year 1,610,909 1,610,909
Dividends (1,579,559 ) (1,579,559 )
At 31 August 2024 378,150 556,800 934,950


D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

24. EMPLOYEE BENEFIT OBLIGATIONS

The amounts recognised in the balance sheet are as follows:

Defined benefit
pension plans
2024 2023
£    £   
Present value of funded obligations (6,714,000 ) (5,950,000 )
Fair value of plan assets 10,551,000 8,687,000
3,837,000 2,737,000
Present value of unfunded obligations - -
Surplus 3,837,000 2,737,000
Net asset 3,837,000 2,737,000

The amounts recognised in profit or loss are as follows:

Defined benefit
pension plans
2024 2023
£    £   
Current service cost 452,000 663,000
Net interest from net defined benefit
asset/liability

(131,000

)

(93,000

)
Past service cost - -
321,000 570,000

Actual return on plan assets 452,000 372,000

Changes in the present value of the defined benefit obligation are as follows:

Defined benefit
pension plans
2024 2023
£    £   
Opening defined benefit obligation 5,950,000 6,024,000
Current service cost 452,000 663,000
Contributions by scheme participants 135,000 161,000
Interest cost 321,000 279,000
Benefits paid (133,000 ) (181,000 )
Remeasurements:
Actuarial (gains)/losses from changes in
financial assumptions

(11,000

)

(1,189,000

)
Oblig other remeasurement - 193,000
6,714,000 5,950,000

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

24. EMPLOYEE BENEFIT OBLIGATIONS - continued

Changes in the fair value of scheme assets are as follows:

Defined benefit
pension plans
2024 2023
£    £   
Opening fair value of scheme assets 8,687,000 8,118,000
Contributions by employer - 457,000
Contributions by scheme participants 135,000 161,000
Expected return 452,000 372,000
Benefits paid (133,000 ) (181,000 )
Return on plan assets (excluding interest
income)

1,410,000

(240,000

)
10,551,000 8,687,000

The amounts recognised in other comprehensive income are as follows:

Defined benefit
pension plans
2024 2023
£    £   
Actuarial (gains)/losses from changes in
financial assumptions

11,000

1,189,000
Oblig other remeasurement - (193,000 )
Return on plan assets (excluding interest
income)

1,410,000

(240,000

)
1,421,000 756,000

The major categories of scheme assets as a percentage of total scheme assets are as follows:

Defined benefit
pension plans
2024 2023
Equities 90.09% 70.24%
Gilts 9.70% 5.77%
Cash - 1.58%
Other - 22.41%
100.00% 100.00%

Principal actuarial assumptions at the balance sheet date (expressed as weighted averages):

2024 2023
Discount rate 5.15% 5.20%
Future salary increases 3.10% 3.20%
Future pension increases - CARE 2.75% 2.80%
Future pension increases - Final Salary 3.00% 3.00%
Retail Price Inflation 3.00% 3.10%
Allowance for cash commutations 75.00% 75.00%

Deferred tax has been provided on the pension scheme asset to the extent that a contribution holiday has been agreed by the scheme actuary.

D3S ENTERPRISE LTD (REGISTERED NUMBER: 11234363)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 August 2024

24. - continued

Defined contribution scheme

2024 2023
£    £   
Charge to profit or loss in respect of defined contribution schemes 1,140,149 524,274

This includes those contributions which relate to Local Authority multi-employer related schemes which are treated as defined contribution.

25. CONTINGENT LIABILITIES

xxxxxxxx

26. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to directors subsisted during the years ended 31 August 2024 and 31 August 2023:

2024 2023
£    £   
S Curtis
Balance outstanding at start of year 81,726 81,726
Amounts advanced 7,240 -
Amounts repaid (81,726 ) -
Amounts written off - -
Amounts waived - -
Balance outstanding at end of year 7,240 81,726

A Curtis
Balance outstanding at start of year 68,750 68,750
Amounts advanced 75,000 -
Amounts repaid (68,750 ) -
Amounts written off - -
Amounts waived - -
Balance outstanding at end of year 75,000 68,750

27. RELATED PARTY DISCLOSURES

Other related parties
2024 2023
£    £   
Purchases 1,172,601 1,094,741
Amount due to related party 90,142 70,741

Other related parties represent companies under the control of the Curtis Family.

During the year, a total of key management personnel compensation of £ 656,900 (2023 - £ 423,642 ) was paid.

Key management personnel include the directors of the parent company and trading subsidiary, Dolce Limited

28. ULTIMATE CONTROLLING PARTY

The group is under the control of the Curtis family.